(“Spider-Man”) Cr
PRIVILEGED ATTORNEY-CLIENT COMMUNICATION EXECUTIVE SUMMARY SECOND AMENDED AND RESTATED LICENSE AGREEMENT (“SPIDER-MAN”) CREATIVE ISSUES This memo summarizes certain terms of the Second Amended and Restated License Agreement (“Spider-Man”) between SPE and Marvel, effective September 15, 2011 (the “Agreement”). 1. CHARACTERS AND OTHER CREATIVE ELEMENTS: a. Exclusive to SPE: . The “Spider-Man” character, “Peter Parker” and essentially all existing and future alternate versions, iterations, and alter egos of the “Spider- Man” character. All fictional characters, places structures, businesses, groups, or other entities or elements (collectively, “Creative Elements”) that are listed on the attached Schedule 6. All existing (as of 9/15/11) characters and other Creative Elements that are “Primarily Associated With” Spider-Man but were “Inadvertently Omitted” from Schedule 6. The Agreement contains detailed definitions of these terms, but they basically conform to common-sense meanings. If SPE and Marvel cannot agree as to whether a character or other creative element is Primarily Associated With Spider-Man and/or were Inadvertently Omitted, the matter will be determined by expedited arbitration. All newly created (after 9/15/11) characters and other Creative Elements that first appear in a work that is titled or branded with “Spider-Man” or in which “Spider-Man” is the main protagonist (but not including any team- up work featuring both Spider-Man and another major Marvel character that isn’t part of the Spider-Man Property). The origin story, secret identities, alter egos, powers, costumes, equipment, and other elements of, or associated with, Spider-Man and the other Creative Elements covered above. The story lines of individual Marvel comic books and other works in which Spider-Man or other characters granted to SPE appear, subject to Marvel confirming ownership.
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