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1. Parties: Identification of the rights holder/seller and the acquiring party/buyer, including full legal names and addresses
2. Background: Context of the agreement, brief description of the film, and parties' authority to enter into the agreement
3. Definitions: Detailed definitions of key terms including 'Film', 'Territory', 'Rights Period', 'Distribution Rights', 'Gross Receipts', etc.
4. Grant of Rights: Specific rights being transferred, including distribution methods, platforms, and territorial scope
5. Term and Territory: Duration of the rights granted and geographical areas where rights can be exercised
6. Payment Terms: Purchase price, payment schedule, currency, and any revenue sharing arrangements
7. Delivery: Requirements for delivery of film materials, technical specifications, and delivery timeline
8. Representations and Warranties: Parties' confirmations regarding ownership, authority, and absence of third-party claims
9. Content Compliance: Obligations regarding UAE content regulations and censorship requirements
10. Intellectual Property Rights: Protection of IP rights, crediting requirements, and usage restrictions
11. Confidentiality: Obligations regarding confidential information and trade secrets
12. Termination: Circumstances allowing termination and consequences thereof
13. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes
14. General Provisions: Standard clauses including notices, amendments, and severability
1. Marketing and Promotion: Specific requirements for marketing the film, including approval rights and minimum spending requirements
2. Dubbing and Subtitling: Requirements for Arabic language versions and other language adaptations
3. Minimum Performance Requirements: Minimum distribution or revenue requirements the buyer must meet
4. Audit Rights: Rights to audit financial records in revenue-sharing arrangements
5. Insurance: Insurance requirements for the film materials and distribution activities
6. Security Interest: Provisions for security interest in case of payment by installments
7. Sub-licensing: Terms and conditions for sub-licensing rights to third parties
8. Force Majeure: Provisions for unforeseen circumstances affecting performance
1. Schedule 1 - Film Details: Detailed description of the film including technical specifications, duration, cast, and credits
2. Schedule 2 - Delivery Materials: List of materials to be delivered, including format specifications and delivery timeline
3. Schedule 3 - Payment Schedule: Detailed breakdown of payment installments and conditions
4. Schedule 4 - Technical Requirements: Technical specifications for various distribution formats
5. Schedule 5 - Territory Restrictions: Detailed breakdown of territorial restrictions and allowed distribution methods by territory
6. Schedule 6 - Marketing Requirements: Specific marketing obligations and guidelines
7. Appendix A - Chain of Title: Documentation proving ownership and right to grant rights
8. Appendix B - Content Classification: UAE content classification and any required modifications for compliance
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