270 Legal [Sample Agreements]

RE: THEME PARK AGREEMENT

Gentlemen:

Below is a summary of the terms upon which we have agreed with respect to the use of characters and elements from DreamWorks (“DW”) motion pictures and television programs and other properties in MCA theme parks:

1. DEFINITIONS:

A. A “Theme Park” shall be defined as a park: (i) of at least forty (40) contiguous acres; (ii) surrounded by a fence, water or other barrier (or combination of barriers); (iii) which consists of at least five rides, attractions, shows and exhibits, which may or may not be based upon a single theme; (iv) which has an admission charge to the Theme Park as a whole (although additional charges may be made for specific rides or attractions); and (v) which shall generally be advertised to the public as a theme park, amusement park or studio tour-type attraction. Without limitation, Six Flags Magic Mountain and Universal Studios are both Theme Parks, but IMAX is not, nor would any entertainment complex or single stand-alone ride or combination of two to five Permanent Attractions and Live Shows be a Theme Park, even if part of a hotel, shopping center, entertainment or motion picture complex or other development.

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3. GRANT OF RIGHTS/EXCLUSIVITY: Subject to the terms hereof and the payment of all consideration required hereunder, DW grants MCA the “Theme Park Rights” during the Term. As used herein “Theme Park Rights” shall mean the right to incorporate DW Elements from Eligible DW Properties into Theme Parks, i.e., into Permanent Attractions, Live Events, Restaurants, Walk-Arounds, and promotional uses in Theme Parks. MCA shall be entitled to exploit such Theme Park rights solely in Theme Parks under the control of MCA, subject to the terms and conditions set forth below. For the purposes hereof, a Theme Park shall be deemed to be under the control of MCA if (i) MCA retains an equity interest in such Theme Park, (ii) MCA has an active creative role; (iii) the park uses the MCA name; and (iv) DW has all of its approvals and controls with respect to such park as set forth herein. Without limiting the foregoing, MCA shall not have the right to assign to any third party the right to make any use of any DW property in a Theme Park other than a Theme Park which satisfies the criteria set forth in (i) and (ii) above, except as set forth in Paragraph 9. below. The foregoing grant of Theme Park Rights shall not be deemed to vest in MCA any right of ownership in or to any DW motion picture, television program, or other property, or any right to use DW Elements in any venue or form other than in a Theme Park, and DW retains all rights not expressly granted herein. Without limiting the foregoing, the foregoing grant of exclusivity shall not preclude DW from using DW characters or elements or exploiting Eligible DW Properties in any entertainment venue in any form other than a Theme Park (including without limitation restaurants, stores, live stage shows, mall tours or other projects themed to or using any Eligible-DW Property/or any other DW property); provided, however, that DW shall not have the right to license DW Elements from Eligible DW Properties to third parties during the Term for use in Permanent Attractions, Live Events, Walk-Arounds, or Restaurants themed to such Eligible DW Property in any entertainment complex which is adjacent to and is advertised and promoted as operated in conjunction with a Theme Park owned by such third party.
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Click here for the complete Theme Park Agreement