Agreement made..........between..........hereinafter designated as the "Producer," and.........hereinafter designated as the "Distributor":
.........months, commencing on...........wherein and whereby the Producer shall grant the exclusive right and license to distribute prints of productions of motion pictures made by them to the Distributor in the territory hereinafter mentioned;
Whereas, the Distributor desires to obtain the exclusive right and license to distribute such prints throughout........, hereinafter referred to as the territory, for the period, and in the manner, and upon the terms hereinafter set forth,
1. The following words and phrases used in this agreement shall, unless the same be inconsistent with the context, be construed as follows:
(a) Distribute and Distributing shall include all methods and means of procuring contracts with exhibitors for the use of the Producer's prints; Exchange shall include branches, agencies and all other establishments engaged in the business of distributing, whether the same be operated directly or indirectly by the Distributor, and whether owned or controlled by the Distributor, or operated by or through contractual relationship, with it; Exhibitor shall include individuals, firms, associations and corporations engaged, generally or occasionally, in the business of displaying motion pictures to the public; Territory shall be construed as meaning the..........
(b) Any notice hereinafter required to be given shall be considered as actually given on the date on which the same is mailed by registered mail, addressed to the party for whom it is intended, at its last known post office address in........., and carrying on its envelope or wrapper substantially the following: "Return Receipt Required."
(c) Prints shall mean positive or copies made from the negatives of a motion picture; Productions shall include motion picture photoplays and motion pictures, not photoplays; Release shall mean the first delivery of prints pursuant to the provisions of this agreement, and (as to the Distributor) the first exhibition of such prints by an exhibitor; Release date shall mean the date of the first public exhibition of a production in the territory other than a Sunday; Person, includes a corporation, association and partnership; the words importing the plural number may apply to and mean only a single person or thing vice versa; Delivery date, shall mean the date of shipment of prints from the factory or office of the Producer in.........
2. The Producer agrees to furnish and deliver to the Distributor, and the Distributor agrees to take, during the term of the contract for use only in the territory for a period of
.........years from the date of delivery,.....complete prints ready for exhibition, of.........productions per week during each and every week of the term hereof; said productions shall consist of a connected series of scenes presenting a complete story, based upon a well-known drama or novel, of entertaining character, or upon an original scenario and each of the prints thereof is to be from four to six thousand feet in length; and said productions shall be of the same general nature as those now shown in the........on what is known as the Program.
3. The Producer shall deliver all prints F. O, B. New York and make shipments in accordance with the directions given by the Distributor or its agent, it being strictly understood and agreed that the Distributor is to pay all expressage, postage, insurance, duty and other shipping charges. The Producer agrees that in the event that the duty on films imported into the territory or any part thereof is raised above the present rates, the Producer will reimburse the Distributor to the extent of.......% of any such excess, and the Distributor shall be permitted to retain the same out of the........% of the gross receipts to be turned over to the Producer as hereinafter provided.
4. Neither party hereto shall be liable for any delays caused by act of God or war.
5. If either of the parties shall be delayed or prevented from performing any of the agreements which they have herein agreed to perform, by reason of any cause beyond the control of such party, such delay or failure of performance shall be excused and the period of such delay shall be treated as a nullity in calculating the term of this agreement or the time for the performance of any of the provisions thereof, and neither party shall have any demand, claim or cause of action for damages therefor or arising therefrom, and all such claims, demands or causes of action are hereby expressly waived by each of the parties hereto. The expression "causes beyond the control of such party" shall be construed to include fire, strikes, riots, the elements, acts of God or the public enemy, accidents to machinery or other equipment, or the injury or destruction of any of the negatives of the aforesaid motion picture photoplay by any of the aforesaid causes, delays or failure of performance by common carriers, but this definition does not and shall not be deemed or construed to limit in any way the generality of the expression "causes beyond the control of such party."
6. The Distributor shall accept deliveries of the Producer as hereinbefore provided in the City of New York, and shall distribute the prints in the following manner: the Distributor shall provide through ownership or contract relation, throughout the term hereof, and the territory hereinbefore described, exchanges of sufficient number, and properly equipped, to conduct the business of handling the Producer's production, and the Distributor agrees to give to its undertaking the best efforts of its officers, agents and employees, its exchanges, their officers, agents and employees, to the end that the gross returns shall be as large as possible, consistent with good business and the usages and customers of the Distributor. The Distributor shall carefully supervise each exchange and shall provide for the placing of the Producer's prints in the hands of exhibitors throughout the territory described. The contracts between exhibitors and exchanges and between the exhibitors and the Distributor shall be limited in respect to payments for the use of prints to (a) a flat rental basis; (b) a rental based upon a percentage of the gross receipts and shall always be subject to the approval of the Producer.