equal to 5% of your net profits, derived from your exploitation
of the Story hereunder as said term is herein defined. The term
"producer's net profits" as used herein shall be construed to
mean the gross amounts paid to and actually received by you or
for your account from the sale, lease, license, distribution,
marketing or other disposition or use of all television programs,
produced pursuant to the rights granted by me to you under the terms
hereof, after the deduction of actual production costs and distribu-
tion costs. It is understood that in determining producer's net
profits, no deduction shall be made for any percentage of the
profit payable to any other person, firm or corporation. However,
anything herein contained to the contrary notwithstanding, it is
understood that any sums derived by you from the first run or
first broadcast of any stories produced by you hereunder, shall
be excluded in determining your net profits and that there shall
be included only sums received from second and subsequent runs and
syndication and other uses, after permitting as a deduction, however,
distribution fees, advertising costs and other direct expenses
attributable to such second run, syndication or other use,

I shall have the right at all reasonable times, to
examine books to be maintained by you for this series of television
programs, for the purpose of confirming the accuracy of your com-
putation of Producer's Net Profits.

You agree to furnish or cause to be furnished to me
quarterly, commencing after the first run of the first film of the

including any actual production costs
costs which shall not have been
recouped by you as a result of said
first run or first broadcast.

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series and continuing thereafter for a period of two (2) years,
a written statement showing your receipts, charges and expendi-
tures, and to pay to me the amount, if any, shown by such state-
ments to be due to me thereunder. After the expiration of such
two (2) year period such statements shall be furnished semi-annually.

In the event that you fail to make any of the pay-
ments provided herein and such default is continued for a period
of ten days after I have sent you written notice of such default,
then I shall have the right to terminate this agreement forthwith
by notice thereof sent to you in writing.

9. (a) This agreement shall continue in effect indefinitely for so long as you shall produce not less than thirteen (13) television programs, live or filmed, in each contract year of the term hereof, or in lieu thereof, for so long as you shall pay us not less than the sum which shall be the product of thirteen (13) multiplied by the applicable sum per program payable to us pursuant to Paragraph "6" hereof. Each contract year shall be a period of twelve (12) consecutive months, the first of which contract year shall commence on the date of the first broadcast hereunder. Each successive contract year shall be similarly computed and shall commence immediately upon the expiration of the preceding contract year.

(b) If you shall fail to produce the minimum number of motion picture television programs or live television programs in any contract year, or in lieu thereof shall fail to

-ll-

pay the aforesaid minimum sum described in the foregoing sub-
division "(a)" in any contract year (with respect to which you
shall have the right to pay any deficiency within sixty (60) days
after the expiration of such contract year), and if within six
(6) months following the expiration of such contract year broad-
casting of motion picture television or live television programs
shall not have been resumed, this agreement shall terminate upon
the expiration of such six (6) month period. The provisions of
this sub-paragraph "(b)" shall recur and survive in each instance
after the discontinuance of the minimum number of television pro-
grams or minimum payments, as herein provided.

(c) Upon the termination of this agreement, as pro-
vided in Paragraph "9" hereof, or any other termination, all
rights hereunder shall revert to me, except, however, that with
respect to any and all motion pictures which you have produced
hereunder, or which are in the course of production, the rights
granted hereunder to you shall remain vested in you absolutely
and forever and shall be unaffected by such termination and you
shall continue to own and exercise all rights granted to you here-
under in such motion pictures, provided you continue to pay me
the additional percentage compensation due me as provided for in
Paragraph "(c)" above.

10. All rights not expressly granted to you hereunder-
are hereby expressly reserved to me upon condition that such
rights may not be exercised by me or any others in any manner
which will compete with or impair the value or full enjoyment

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exercised by you of the rights granted hereunder, and upon
further condition that the reserved motion picture rights may
be exercised only in accordance with the following provisions
of this paragraph. The said reserved motion picture rights
in the story does not include the right to broadcast, transmit,
exhibit or make any other use of any motion picture in any
manner whatsoever by television or any method or device analo-
gous thereto now or hereafter known; and such motion picture
rights so reserved may be exercised only for the purpose of
producing feature length motion pictures not less than sixty (60)
minutes in running time, which motion pictures shall not be
broadcast serially or broadcast on behalf of or for advertising
any person, firm, corporation, commercial enterprise, product
or service, except only the producer or distributor of such
motion picture and such motion picture shall be exhibited and
used and be projected solely in regularly operated motion picture
theatres where an admission fee is charged, and only by the means
of projection of such film upon the screen by means of a print of
such motion picture within the physical confines of such motion
picture theatre. It is understood that so-called closed circuit
or other means of reception in motion picture theatres is reserved
to me, but only, however, when paid admissions are charged for
admission to such motion picture theatres.

Said reserved motion picture rights also include
the right to grant customary radio and television rights to a
motion picture producer for the purpose only, however, of adver-
tising the motion picture.

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I agree that during the term of this Agreement, however, if a bona-fide offer for the feature length motion picture rights, closed circuit television rights, or stage rights, in and to the Story should be received by me, I will inform you of such offer in writing by registered mail, and you shall have a period of two weeks from the time of the receipt by you of said registered notice in which to purchase the said feature length motion picture rights, closed circuit television rights, or stage rights in and to the Story on terms not less nor inferior to those of the bona-fide offer.

If you fail to meet any such bona-fide offer, then with respect to motion picture and closed circuit television it is agreed as follows:

(i) If said rights or either of them are sold before you broadcast any program hereunder as part of a series, or before you have broadcast the program for thirteen (13) weeks, all proceeds derived therefrom shall belong to me;

(ii) If sold after you have broadcast the programs for thirteen (13) weeks, the proceeds shall be divided ten per cent (10%) to you and ninety per cent (90% to me;

(iii) If sold after you have broadcast the program for thirty-nine (39) weeks, the proceeds shall be divided twenty-five per cent (25%) to you and seventy-five per cent (75%) to me;

(iv) If sold after you have broadcast the programs for sixty-five (65) weeks, the proceeds shall be divided thirty-three and one-third per cent (33-1/3%) to you and sixty-six and two-thirds per cent (66-2/3%) to me.

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The rights shall be deemed sold when a final and
binding written agreement requiring no further written docu-
ments has been executed.

11. I agree to execute and deliver to you and to provide you with any and all further documents necessary or proper to evidence or secure to you the rights herein granted and to perfect the record thereof.

12. The term "television", as used herein, shall include, without limitation, all present and future forms of transmission of recorded sounds and images (black and white or colored) through the air or by wire, or by any other method, or by any combination thereof, whether now in existence or hereafter devised, or whether for reception free or on subscription or other charge or fee.

13. This agreement shall bind and inure to the benefit of you and myself and all your and my respective heirs, executors, administrators, successors and assigns and this agreement and the rights granted hereunder may be freely assigned, in whole or in part, by you, your successors and assigns, provided, however, that in the event of such assignment, the assignee shall assume this agreement and agree to be bound by the terms and conditions on your part to be performed.

14. You shall have the right to exercise all rights granted to you hereunder by means of prints of any width and at such times and in such manner and upon such terms and

-15-

conditions as you may in your sole discretion determine, all
without any necessity for consulting with or obtaining my
consent or approval, including but not limited to the right
to enter into agreements singly or in groups of motion pictures
with any and all persons, firms and corporations, whether
advertising agencies, stations, networks, sponsors or distri-
butors.

15. I shall not have the right to assert any claim, demand or causes of action for or because of any act or omission by you or any of your assigns or licensees whether with regard to this agreement or growing out of it, nor institute nor maintain any arbitration proceeding or other action, suit or proceeding with respect thereto unless such claim or demand shall have been asserted and such arbitration proceeding, action, suit or other proceeding shall have been commenced within two (2) years after the date of the actor or omission to which it refers.

16. Any controversy or claim arising out of or relating to this contract or the breach thereof shall be settled by arbitration before one arbitrator in New York City in accordance with the rules of the American Arbitration Association and judgment upon the award entered by the arbitrator may be entered in any court having jurisdiction thereof.

17. Provided you have commenced broadcast of a series of programs hereunder, then notwithstanding anything to the contrary contained herein, upon the termination of this agreement,

I

-16-

will not, for a period of one year following such termination, grant or offer to grant the same or similar rights granted to you hereunder to any other person, firm or corporation, and should I receive a bona-fide offer for the same or similar rights granted to you hereunder, I will inform you of such offer in writing by registered mail, and you shall have a period of two weeks from the time of the receipt by you of said registered notice in which to acquire said rights on terms not less nor inferior to those of the bona-fide offer.

16. (a) Any waiver of any breach of this agreement shall not be construed to be a continuing waiver or consent to any subsequent breach on the part of either of us.

(b) This agreement is entire and complete and embodies all undertakings and agreements between you and myself and no representations or warranties of any kind or nature have been made by either you or myself, except as in this agreement expressly set forth.

(c) This agreement cannot be changed or modified except by an instrument in writing signed by you and myself.

(d) Nothing herein contained shall be construed to create a partnership or joint venture between me and you or constitute either you or myself the agent or representative of the other.

19. All notices required to be given hereunder shall be given in writing either by personal delivery or by registered mail or telegraph, and when intended for you shall be addressed to you at 277 Park Avenue, New York, N. Y., and when intended for

-17-

me shall be addressed to me at Annie Laurie Williams, Inc.,
18 East 41st Street, New York 17, N. Y., or such other addresses
as may be designated by you or me. If such notices are given
by registered mail or telegraph, they shall be deemed to be
given on the date of mailing thereof or on the date of delivery
of such telegram to such telegraph office.

20. All monies due and payable to me under the terms
of this agreement are to be paid to my agent, Annie Laurie
Williams, Inc., 18 East 41st Street, New York 17, N. Y., for
my account, and I hereby direct you so to pay such monies and
acknowledge that such payments will be considered to be equi-
valent to payment direct to me and shall discharge you from
all further obligation to me with respect to such payments.

21. Should you, in your discretion, use the pilot
film and/or audition kinescopecommercially, alone and not as
part of a series, I shall be entitled to receive the same com-
pensation hereunder with respect thereto as if such use was
made as part of a series.

Please indicate your agreement hereto by signing in
the space provided below.

AGREED TO:
Carol Irwin

CAROL IRWIN

APPROVED:

By: ____________________

18.

April 24, 1954

Mr. Milton Douglas
480 Park Avenue
New York City

Dear Mr. Douglas :

Your signature in the space provided for it
below, and my signature in the space provided for it below,
will make this a legal and binding agreement between us.

1) I agree to write a suitable outline of our
idea for a Television series, tentatively entitled 49TH AND
BROADWAY, so that you can submit it for sale.

2) We agree that no sale of this property shall
be completed until both you and I have agreed in writing.

3) We agree that you and I may function as
producer or writer respectively, but need not do so, nor
do our terms for such services have any bearing on the
terms for the sale of the original property as written
by me.

4) We agree that all monies received by us for
the basic original property tentatively entitled 49TH AND
BROADWAY, either as down payment or royalties or both,
shall be divided between us as follows: 60% (sixty percent)
to me, payable c/o Robert Lantz Inc., 666 Fifth Avenue,
New York 19, N.Y., and 40% (forty percent) to you, payable
to you at 480 Park Avenue, New York City.

5) The terms herein above set forth can be
altered only by written agreement between both parties
concerned.

AGREED AND APPROVED :
MILTON DOUGLAS

ERNEST H. MARTIN

38 EAST 57TH STREET
NEW YORK 22

January 31st, 1950

Dear Miss Wilk:

Max has asked me to send along to you the attached Limited Partnership Agreement for "Guys and Dolls" which you are to sign, as I understand it, in the amount of $2,000, which purchases a 1/3% interest in the profits of the show.

Will you kindly sign on Page 14, and again on the last page on any of the spaces marked "L.S.". Your check should be made out to the "GUYS AND DOLLS COMPANY" and will be deposited in that account in the Manufacturers Trust Company, 741 Fifth Avenue, New York.

When you have signed the agreement, I would appreciate your calling Miss Cahill, at Plaza 3-1030, and she will send a messenger for it. I hope you will be able to do this by Thursday, February 2nd, so that we can send it along to one or two other people who are waiting to be included.

Thank you very much and best regards.

Miss Barbara Wilk
411 East 50th Street
New York, New York

212 East 16th Street,
New York City.

March 7th, 1949.

Miss Shirley Berick,
Office of Mr. Jed Harris,
1697 Broadway,
Room 1209,
New York City.

Dear Miss Berick,

Enclosed you will find my personal
check for $1,950.00, which represents the purchase
price for 1½ (one and one-half percent) interest in
the play, THE TRAITOR, by Herman Wouk, which is being
produced by Mr. Harris.

I will appreciate an acknowledgment
from you, as well as the necessary documents to sign.

Thank you very much.

Sincerely yours,

MW:g

CIRCLE 6-1000

321 WEST 44TH STREET
NEW YORK 18, N. Y.

March 7th

1949

To: Mr. Jacob Wilk,

I have received from you today the sum of $975.00, with which I am purchasing in my name 3/4 of 1% interest in a play entitled THE TRAITOR, by Herman Wouk, to be produced by Jed Harris this month. It is understood that the total investment I am buying in THE TRAITOR will be 1½%, of which the other $975.00 is being purchased by Mr. Arthur Berger.

I will naturally forward to you as soon as I receive them all documents and monies pertaining to this investment. It is further understood that after I have repaid you $975.00, all further monies from THE TRAITOR will revert to me.

Sincerely yours,

MW:g

34 West 11th Street,
New York City,
March 25, 1949.

Mr. Max Wilk,
212 East 16th Street,
New York City.

Dear Max:

As per our telephone conversation, I hereby agree
to pay to you one tenth (1/10th) of my earnings
from the SALEM CO., producers of "KISS ME KATE."
In exchange for these monies, you hereby agree
to pay to me three thirteenths (3/13ths) of your
earnings from TRAITOR & CO., producers of "THE
TRAITOR," after your original investment has
been returned to you.

One tenth (1/10th) of my investment in "KISS ME KATE" is worth three hundred dollars ($300.00.)

Three thirteenths of your investment in "THE TRAITOR" is worth three hundred dollars ($300.00.)

I hereby agree to forward for your inspection, all
statements and communications from the SALEM CO.
You will likewise, forward to me, all statements
and communications TRAITOR & CO.

This agreement shall take effect as of this date.

Accepted:
Max Wilk
Max Wilk.

Mrs. Rita Allen

965 Fifth Avenue

New York 21, N.Y.

February 20, 1953

Mr. Max Wilk
Silver Spring Road
Ridgefield, Connecticut

Dear Mr. Wilk:

I am a limited partner in "Company of Three", the Limited Partnership currently producing the play "My Three Angels". The amount of my limited partnership contribution is $37,500.00 for which I am entitled to receive 25% of the net profits.

In consideration of the payment by you to me of the sum of $500.00, receipt of which I hereby acknowledge, I agree to pay you to the extent of received by me;

1- Portion of the return of the capital investment that the sum of $500.00 bears to the total amount of my said investment of $37,500.00;

and 1/3 of 1% of the net profits if as and when the same is paid to me by the Limited Partnership.

You are fully aware of the fact that I am also one of the general partners in the company and am entitled to receive a share of the profits by reason thereof, and it is understood that you are not to participate in any profits received by me because of my interest as a general partner.

It is also understood that I am only responsible to you to the extent herein, provided for the payment of such sums as I may actually receive as limited partner in accordance with the terms in the Limited Partnership Agreement and not otherwise, and that I will forward you your share as stated above when and as received by me. I will further furnish you with copy of all auditor's statement received by me pertaining to the play.

Accepted:
Max Wilk
Max Wilk