Theatre Maintenance Fee per Digital Cinema Screen has the meaning assigned to it in
Theatres means from time-to-time, as applicable, all theatres in the Territory owned by
Cinemark or an Affiliate of Cinemark or as to which Cinemark or an Affiliate of Cinemark has a controlling interest or operational control, including both Digitized Theatres and Non-Digitized Theatres, except as provided in Sections 2.02(b),
4.08 and 4.13 or as may be mutually agreed by the Parties in writing. The foregoing notwithstanding, no motion picture theatre located outside of the Territory shall be a Theatre without LLCs prior written consent. Theatre includes all parts
of the physical facilities inside a theatre building to which the public has access.
Third Amendment has
the meaning assigned to it in the recitals to this Agreement.
Third Party Theatre Agreement means an
agreement between LLC and a third party that gives LLC a right to provide Advertising Services with respect to the Theatres being Disposed of by a Founding Member to such third party and that meets the following minimum requirements: (i) the
third party grants LLC exclusive access to and the exclusive right to provide Advertising Services with respect to the Theatres; (ii) the Third Party Theatre Agreement incorporates content standards no more restrictive than as set forth in
section 4.03 of this Agreement; (iii) the fee payable by LLC to the third party for the Advertising Services does not exceed [***]% of LLCs total revenue attributable to such Advertising Services; (iv) the term of the Third Party
Theatre Agreement (excluding extensions) is for the shorter of (A) the term of the longest lease (excluding extensions) being Disposed of by the Founding Member in the transaction, or (B) [***]; (v) LLC has substantially similar
penalties upon a breach of the Third Party Theatre Agreement by such third party than as set forth in this Agreement for breaches by such Founding Member; and (vi) in all other material respects, the Third Party Theatre Agreement imposes
obligations upon the third party that are substantially similar to the obligations imposed upon the Founding Member in this Agreement, except that obligations arising exclusively from such Founding Members status as a Founding Member shall be
inapplicable to the third party.
TMS means a digital cinema theatre management server.
Traditional Content Program means advertising and other promotional content which is displayed on 35 mm film
prior to Showtime.
Trailer means a promotion secured by Cinemark or its designee (which retains the
exclusive rights to so secure for all of its Theatres) for a feature film or other programming, other than a Digital Programming Event that is exhibited in the Theatres after Showtime.
Unit Adjustment Agreement means that certain Common Unit Adjustment Agreement dated as of February 13, 2007
among National CineMedia, LLC, RCH, Regal, AMC, Cinemark Media, and Cinemark.
Upgrade Request has the
meaning assigned to it in Section 3.05.
Video Display Program means a program of digital content
exhibited on Lobby Screens which is distributed by LLC through the Digital Content Network for exhibition in Digitized Theatres, and which is distributed non-digitally by some other means, including DVD, for exhibition in Non-Digitized Theatres.