SCHEDULE " "
CONTENT PROTECTION REQUIREMENTS (FOR AVOD TO OTT Devices)
In addition to any security and content protection requirements set forth elsewhere in the Media Distribution Agreement, Licensee shall comply, and shall cause the Authorized Third Parties to comply, with each of the requirements set forth in this Schedule. [Note to Crackle: The Authorized Third Parties will likely be your CDN unless there are others who are delivering content to the user for you. Because we don’t have privity with the CDN, we need you to push the requirements down to the CDN and be responsible for their compliance. In terms of the grace period, we are willing to give a grace period on the migration from RTMPe at least for this content. We were a bit surprised that you asked for a grace period on all the CP requirements – we have limited the grace period to the migration from RTMPe.] Capitalized terms used herein but not otherwise defined in this Schedule shall have the meanings, if any, given to them in the Media Distribution Agreement. The term “Licensed Program” as used herein shall mean any Episode of the Series. [Note to Crackle: Our intention is to use the definition of Distribution Channels in this CP Schedule and to conform the Media Distribution Agreement by deleting the “any device” definition in the Media Distribution Agreement. Per our last CP discussion, the Distribution Channels are the distribution that we are licensing for the Fox content and this distribution is defined by types of devices as defined in this CP Schedule. We have stretched on those device categories and believe we have given you lots of room to grow.] The terms of this Schedule are non-precedential and non-prejudicial with respect to any future Media Distribution Agreement between the parties.
A. MASTERS, RIGHT TO INSPECT:
1. Licensee and the Authorized Third Parties shall employ security systems and procedures that are designed to effectively prevent the theft, pirating and unauthorized access to, exhibition, distribution, use and duplication of any Master (or sub-Master) of any Licensed Program and any other materials supplied by Fox. Such systems shall be no less protective than those used for any other content exhibited on the Program Service. When stored, all Licensed Programs shall be encrypted and stored only on password-protected servers located in secure, controlled-access facilities owned or controlled by Licensee or an Authorized Third Party and located in the Territory. In addition, all transmissions of the Licensed Programs shall be encrypted.
2. Upon reasonable notice (no less than 30 days prior written notice) and no more than once per calendar year, Fox shall have the right to engage an independent third party (chosen by Fox but subject to Licensee’s approval, which shall not be unreasonably withheld) to visit, inspect and review the facilities and security systems and procedures of Licensee. Licensee shall use commercially reasonable efforts to cause Licensee’s Authorized Vendors to submit to the foregoing inspection. Such inspection shall be conducted during normal business hours and in a manner designed to not unreasonably interfere with Licensee’s or, if applicable, the Authorized Vendor’s ordinary business operations. The results of any such inspection and any confidential information obtained in the course of such
Crackle Draft CP Schedule – 1-26-12 AVOD to OTT Devices Subject to review by Fox Senior Management Fox Confidential -1- inspection, such as the details regarding any Security Breach, shall constitute “Confidential Information” under the Media Distribution Agreement. In addition, Licensee shall promptly notify Fox of any material change in any of these systems and procedures. [Note to Crackle: We accepted your changes]
B. TERMS OF USE:
1. All “Terms of Use” and similar statements on www.crackle.com Authorized Websites and as otherwise displayed or distributed to end users shall state terms that are substantially similar to the following: (i) a user shall be granted no more than a non-exclusive, non-transferable, limited license to view the Licensed Programs for such user’s personal, non-commercial viewing and no other use is permitted; (ii) except for the foregoing limited license, no right, title or interest in any Licensed Program shall be deemed transferred to any user, and there shall be only a limited license and not a sale with respect to any Licensed Program; (iii) the user shall be prohibited from circumventing, removing, deactivating, altering or degrading any of the content protections in the Program Service, Authorized Application, Authorized Websiteswww.crackle.com, Security Solutions or Permitted Devices; and (iv) any material violation of the limited license or anti-circumvention provisions above may result in termination of the user’s use of the Licensed Programs. [Note to Crackle: All of the websites with Fox content should have these minimum terms to protect the copyright. However, we understand your concern about enforcement and have modified B2 below]
2. Enforcement: With respect to crackle.com, Licensee shall use commercially reasonable efforts to administer compliance with the Terms of Use and shall take reasonable actions (as determined by Licensee) against any user who violates the Terms of Use, which actions may include terminating or restricting a user’s use of the Program Service and/or initiating legal action. Notwithstanding the foregoing, Fox reserves all of its rights and remedies under law and in equity against all users and all other parties who infringe or violate Fox’s rights with respect to the Licensed Programs.
C. PERMITTED DEVICES , HIGH DEFINITION AND STANDARD DEFINITION :
1. “Permitted Devices” means Personal Computers, Set-Top Boxes, CE Streaming Devices, Mobile Devices and Additional Devices. All Permitted Devices that receive a transmission of any Licensed Program shall comply with the applicable requirements in this Schedule. Fox shall have the right upon thirty (30) days prior written notice (including by email notice) to Licensee, to de-authorize, for any material security or content protection reason, any particular Permitted Device with respect to Standard Definition exhibition and/or High Definition exhibition (as applicable) and any such device shall no longer be authorized with respect to the delivery of Licensed Programs in Standard Definition and/or High Definition, as specified by Fox.
2. “Additional Device” means an additional device that is authorized by Fox in writing (including by email) to receive the Licensed Programs, which authorization shall not be unreasonably withheld. If (a) Licensee requests to Fox in writing that an additional device be authorized by Fox, (b) Licensee provides sufficient detail regarding such device, and (c) Fox does not respond within 15 days after Fox’s receipt of such request,
Crackle Draft CP Schedule – 1-26-12 AVOD to OTT Devices Subject to review by Fox Senior Management Fox Confidential -2- then such additional device shall be deemed authorized hereunder provided that it complies with the applicable requirements in this Schedule. [Note to Crackle: We accepted your change]
3. “CE Streaming Device” means a hardware device that complies with all of the following: (a) is (i) a Game Console, (ii) an internet-connected television, or (iii) an internet-connected Blu-ray disc player that is compliant with the applicable specifications and requirements of the Blu-ray Disc Association, (b) complies with the Integrity Security Requirements, and (c) supports the applicable Security Solution and has an embedded Authorized Application. The term “CE Streaming Device” excludes any portable device, handheld device, tablet, iOS device (e.g. iPad), phone, cellular or mobile device, digital media adapter, set-top box, personal computer and any other Permitted Device. Upon Fox’s request (not to exceed one time per calendar quarter), Licensee shall provide Fox with a list of all CE Streaming Devices (by maker/model) on which the Licensed Programs are then available. [Note to Crackle: In response to Spencer’s note, the STB has an embedded or installed app.]
4. “Game Console” means (a) Microsoft’s Xbox 360 game console, (b) Sony’s PLAYSTATION®3 game console or (c) Nintendo Wii game console.
5. “Set-Top Box” means (a) the standalone Roku-branded internet-connected set- top box that does not have any integrated cable, IPTV or satellite receiver functionality, (b) the DLink Boxee Box, (c) Western Digital WD TV Live Hub or (d) the Google TV where the Google TV implementation is not covered as a CE Streaming Device, provided that with respect to (a), (b), (c) and (d) above only if such devices: (i) support the applicable Security Solution and have an Authorized Application embedded or installed, (ii) have technological protections designed to prevent unauthorized firmware or software from interacting with the Licensed Programs, (iii) are not designed to provide and do not generally provide access to unlawful (i.e. infringing) content or unlawful distribution of content (including by hosting, embedding, linking, streaming, framing or any other means), except that the Boxee Box and the Google TV may have a standard open internet browser, (iv) do not support BitTorrent or other P2P applications or other applications that are designed to facilitate unlawful distribution of content or access to unlawful content, and (v) to the extent that it is technically possible, promptly force upgrades to eliminate hacks which facilitate unlawful distribution of content or access to unlawful content. For the avoidance of doubt, it is acknowledged that Google TV supports the Android Marketplace and Fox agrees that Licensee has neither the ability to control nor determine what applications have been or will be installed on any specific unit of a Google TV. [Note to Crackle: We did some clean-up (i.e., I have been told that the term of art for infringing content is “unlawful” rather than “illegal” content) and otherwise accepted your changes.]
6. “Mobile Device” means (a) an Apple iPhone, an Apple iPod or an Apple iPad that runs an Apple iOS mobile operating system, (b) cellular phone or tablet that runs a Google Android mobile operating system (version 2.2 or higher), (c) cellular phone or tablet that runs a Blackberry mobile operating system, (d) cellular phone or tablet that runs a Windows mobile operating system, (e) the Sony Dash, and (f) a cellular phone or tablet that runs a Symbian or any other Nokia mobile operating system, provided that in each case such device supports the applicable Security Solution and has an Authorized Application installed. [Note to Crackle: We accepted your change]
Crackle Draft CP Schedule – 1-26-12 AVOD to OTT Devices Subject to review by Fox Senior Management Fox Confidential -3- 7. “Personal Computer” means a laptop or a desktop personal computer that runs a PC-only (non-mobile version) of Windows OS, Mac OS or Linux OS and that supports the applicable Security Solution and has an Authorized Application installed. The term “Personal Computer” excludes any portable device (except a laptop personal computer), handheld device, tablet, iOS device (e.g. iPad) or Android OS device, phone, cellular or mobile device, game console, digital media adapter, set-top box, Blu-ray player, television and any other Permitted Device.
8. “High Definition” means a video resolution of greater than 720 x 480 (i.e., 480p) but less than or equal to 1280 x 720 (i.e., 720p) with an average video bit rate of less than or equal to 4 megabits/second and the video codec must no greater than MPEG-4 AVC. For the avoidance of doubt, High Definition excludes any and all 3D formats.
9. “Standard Definition” means a video resolution of less than or equal to 720 x 480 (i.e., 480p) with an average video bit rate of less than or equal to 2.5 megabits/second and the video codec must be no greater than MPEG-4 AVC. For the avoidance of doubt, Standard Definition excludes any and all 3D formats.
10. Limited High Definition Exhibition: Licensee shall not transmit, display or exhibit any Licensed Program in High Definition except on the following Permitted Devices (and no other Permitted Devices unless expressly agreed by Fox in writing): CE Streaming Devices.
D. OTHER DEFINITIONS:
1. “Authorized Application” means a device application or a media player that meets all of the following requirements: (a) is implemented, operated and controlled by Licensee (or by an Authorized Vendor on behalf of Licensee), (b) is branded solely with the Crackle brand, (c) operates on, and permits delivery of Licensed Programs to, solely the applicable Permitted Device, and does not allow delivery of Licensed Programs to any other device or application, (d) implements a Security Solution to protect the Licensed Programs from unauthorized access, distribution and use, (e) checks the version and signature of the firmware and the operating system of the device seeking playback, and does not allow playback of any Licensed Program if the firmware or operating system is unauthorized (e.g., if the device is rooted or jailbroken) or if the device or media player has a known content security issue for which an update is available, (f) to the extent that it is technically possible, forces security upgrades to the device application or the media player promptly upon such upgrades becoming available if they address a known content security issue (i.e., access to the Program Service and Licensed Programs on that particular device is suspended unless the user promptly upgrades to the latest authorized version of the Authorized Application when there is a known security problem), (g) enforces the content protection requirements set forth in this Schedule, and (h) is revocable on an individual Permitted Device by Permitted Device basis or on a class of Permitted Devices basis. [Note to Crackle: We accepted your changes]
2. “Authorized Servers” means the content delivery servers located in the Territory (and/or other regions authorized by Fox in writing hereunder, including by email) that are owned and controlled by Licensee (or by an Authorized Vendor on behalf of Licensee).
Crackle Draft CP Schedule – 1-26-12 AVOD to OTT Devices Subject to review by Fox Senior Management Fox Confidential -4- 3. “Authorized Website” means each of the following websites: www.crackle.com, www.youtube.com, www.dailymotion.com.
4. “Authorized Vendor” means the following vendors with which Licensee has contracted to operate all or part of the content delivery systems for the Program Service that complies or will comply with the security and content protection requirements stated herein within the applicable time frames set forth herein.: ______and any other third party vendor that Fox authorizes hereunder in writing (including by email). [Note to Crackle: We mean the CDN]
5. “Authorized Third Party” means an Authorized Vendor.
6. “Distribution Channels” means and is limited to encrypted secure transmission and exhibition (that is not for retransmission and is in compliance with this Schedule) via Streaming Delivery to a Permitted Device in Standard Definition and High Definition. [Note to Crackle: The intent is that the signal is not for retransmission purposes and retransmission is not licensed]
7. “Integrity Security Requirements” means all of the following requirements: the device must: (a) have an operating software system that is executed by a physical embedded processor in such a way that the user cannot access, change, replace or tamper with the operating software or device identification; (b) provide a Trusted Execution Environment with respect to the Program Service and the Licensed Programs; (c) provide the Authorized Application with sufficient controls to enforce the requirements in this Schedule, (d) have technological protections to ensure that only firmware and software authorized by the device manufacturer is executable on that device and that no firmware or software can access or interact with the Licensed Programs except as authorized by Fox, and (e) not support any third-party device, service or application that allows access to or use of the Licensed Programs or Program Service.
8. “Locally Connected” or “Local Connection” means: (a) a physical tethered connection; or (b) a local wireless connection such as a WiFi Local Area Network that is restricted to a local subnet or localized network (i.e. targeted to within a Customer’s residence). [Note to Crackle: As a LAN can be physical or wireless, we modified your edit]
9. “Security Solution” means the latest applicable version (including material security fixes, updates, upgrades and enhancements) of the following security solutions: the Windows Media or PlayReady security and digital rights management technology solution (“PlayReady Security Solution”), the Widevine Cypher 4.4.3 (and above) security and digital rights management technology solution (“Widevine Security Solution”), the Adobe Flash Access 2.0 (and above) security and digital rights management technology solution (“Adobe Flash Access Security Solution”), the Marlin Broadband security and digital rights management technology solution (“Marlin Security Solution”), the OMA DRM 2.0 security and digital rights management technology solution with CMLA as the trust model (“OMA Security Solution”); and any other security and digital rights management technology solution that Fox authorizes as a Security Solution in an addendum to this Schedule signed by Fox and Licensee. In addition, only until June 30, 2012
Crackle Draft CP Schedule – 1-26-12 AVOD to OTT Devices Subject to review by Fox Senior Management Fox Confidential -5- (the “Security Solution Migration Date”) (unless the parties mutually agree to extend the Security Solution Migration Date) and only with respect to delivery to Personal Computers, the term “Security Solution” shall also mean RTMPe (i.e., Adobe Flash Media Server v.3.5 and above incorporating RTMPe (Encrypted Real Time Messaging Protocol) with SWF verification and time-expiring URL tokens. Prior to the Security Solution Migration Date, Licensee shall give Fox written notice of whether or not Licensee will stop using RTMPe on or before the Security Solution Migration Date. In the event that Licensee fails to stop using RTMPe on or before the Security Solution Migration Date, such failure shall be a Compliance Breach that is subject to Fox’s right to suspend under Section G below, however, Fox’s sole remedy for such Compliance Breach shall be suspension of the Licensed Programs on the Permitted Devices on which RMTPe is being used. [Note to Crackle: We have incorporated your concepts from Page 1 here, with a few modifications.]
[Note to Fox: 1. SWF Authentication and Token Authentication will be implemented by DD-MM- YYYY. 2. XBox authenticates against the Xbox Live service, and so does the Crackle server with a PKI system dictated by Microsoft (Crackle server has a private key /cert, so does every XBox, so does XBox Live). Xbox Content is delivered over mutual-authenticated SSL via smooth streaming. PlayReady will be implemented by DD-MM-YYYYt. 3 Sony Bravia Internet Video Link (BIVL) devices use progressive download over SSL and there is no alternative.]\
10. “Streaming Delivery” means the encrypted transmission of an encrypted copy of a Licensed Program via the internet (and in the case of cellular delivery to a Mobile Device, via 3G/4G) from Authorized Servers directly to an Authorized Application on a Permitted Device (and in the case of delivery to a Personal Computer, via an Authorized Website), where in each case: (a) delivery is made to a Permitted Device in the Territory for viewing on such Permitted Device (or if such Permitted Device does not have a display screen, for viewing on a display screen that is Locally Connect to such Permitted Device), (b) the Authorized Application and Permitted Device have a live connection to the Authorized Servers at all times during the transmission and viewing of the Licensed Program, (c) the transmission and all copies of the Licensed Program (and portions thereof) are encrypted and protected with a Security Solution, (d) there is no download, storage or copying of the Licensed Program except for temporary caching or buffering that expires on a frame-by-frame basis within 2 minutes of creation, and (e) playback occurs only through an Authorized Application.
11. “Trusted Execution Environment” means having: (a) a hardware-enforced security environment with a hardware-secured chain of trust, a secure boot, a secure update process, hardware protection and encryption of cryptographic keys, and individualization of the Security Solution client, (b) a secure video playback chain for the Licensed Programs, including a secure video path, a secure video buffer, secure drivers, secure memory, security partitions and a secure area in hardware for the receiving, storing, decrypting and processing of the Security Solution keys and content keys, for the decrypting, decoding and rendering of the Licensed Programs and for the protection of decrypted frames, (c) no user-exposed busses on which unencrypted Licensed Programs can be transmitted, and (d) technological protections designed to prevent unauthorized firmware or software from interacting with the Licensed Programs (including, without limitation of and in
Crackle Draft CP Schedule – 1-26-12 AVOD to OTT Devices Subject to review by Fox Senior Management Fox Confidential -6- addition to the foregoing, signed certificates, secure code isolation, runtime integrity checking of software applications, and intrusion and tampering detection).
E. GENERAL DEVICE-RELATED REQUIREMENTS:
1. Security Solution: All transmissions of the Licensed Programs shall be encrypted and protected with applicable Security Solution, and each Permitted Device shall employ the applicable Security Solution to protect the Licensed Programs from unauthorized access, use and distribution and to meet the requirements herein, including the Usage Rules. Each security upgrade for each Security Solution that is reasonably necessary to maintain security shall be implemented within a commercially reasonable period of time after such upgrade first becomes commercially available.
2. Licensed Programs shall be transmitted only to Permitted Devices and solely with authorization for viewing only. No authorization shall be given for any copying, redistribution, sharing or transfer of any viewable copy of any Licensed Program. Technology shall be utilized that is designed to prevents attempts to: (a) copy, redistribute, share, or transfer any viewable copy of any Licensed Program; (b) view any Licensed Program outside of the time period specified in the Media Distribution Agreement; (c) access or view any Licensed Program from other than the Program Service; and (d) retransmit any Licensed Program. The Program Service shall stream and download only content that has been licensed to Customers via the Program Service, and no other content.
3. Playback Licenses: No Licensed Program shall be playable without a playback license generated by Licensee using the applicable Security Solution (“Playback License”). Each Playback License shall contain an encrypted decryption key and associated rights information that enables each such Permitted Device to enforce the restrictions and limitations set forth in this Schedule C. Each Playback License shall be keyed to work only a single Permitted Device and shall be incapable of being used by a different device or transferred between devices. Each installation of Security Solution client software on a Permitted Device shall be individualized so as to be uniquely identifiable; if that software is copied or transferred to another device, the software shall not work or allow the Licensed Program to be viewed.
4. Pass-Through: Any forensic, playback or copy control watermark or information embedded by Fox in a Licensed Program or related metadata shall be passed through and not be removed, modified, deactivated or otherwise degraded, except as necessary during the ordinary course of Licensee’s distribution of content for the Program Service.
5. View Only: The "View Only," "Copy Never," "Copy Count= 0," and equivalent settings shall be used for all Licensed Programs and for all technology employed wherever the relevant Security Solution supports these settings.
6. Geo-filtering Requirements: With respect to each transmission of any Licensed Program, IP-address look-up technology with screening and blocking of known proxies (including anonymizing and spoofed proxies) shall be employed so that Licensed Programs are not transmitted to IP addresses outside of the Territory or after DD-MM- YYYY to known proxies. [Note to Crackle: Hmmmmmm. Let’s discuss] Further, to the extent technically possible, Licensed Programs shall not be transmitted to a Mobile Device if the Mobile Device is roaming outside of the Territory. [Note to Crackle: To
Crackle Draft CP Schedule – 1-26-12 AVOD to OTT Devices Subject to review by Fox Senior Management Fox Confidential -7- accommodate your concern, we have made the blocking of roaming requirement subject to it being technically possible.]
7. If there is a substantial change in an Authorized Application, a Permitted Device or a Security Solution that materially and adversely affects the security or content protection of the Licensed Programs (such a change, a “Material Adverse Change), then such Authorized Application, Permitted Device or Security Solution shall no longer be authorized hereunder unless Licensee obtains Fox’s written consent to such Material Adverse Change.
8. Content Protection Enhancements: Over time and to the extent reasonably necessary to maintain content protection and usage restrictions and/or to stay current with industry standards in content protection and usage restrictions, Fox shall have the right to require additional security and content protection requirements and usage restrictions hereunder, which requirements and restrictions shall be automatically incorporated herein, provided in each case that such requirements and restrictions are reasonable and technically feasible and reasonably required in order to maintain the protection of content and usage restrictions and/or to stay current with industry standards in content protection and usage restrictions, and provided further that Fox gives Licensee a reasonable amount of time to implement such protections.
F. SPECIFIC DEVICE-RELATED REQUIREMENTS:
1. Delivery to Personal Computers : Each Personal Computer shall use a Security Solution to protect the Licensed Programs in accordance with the requirements and restrictions in this Schedule. The following output protections shall be activated for each Personal Computer as follows (provided however that the activation of a particular output protection is not required if the Personal Computer in question does not support such activation): (i) for digital video outputs: HDCP or DTCP set to Copy Never, and (ii) for analog video outputs: CGMS-A “Copy Never”.[Note to Fox: Can we remove the CGMS-A and Macrovision requirements? Both are useless at preventing content on analog outputs from being copied] Unencrypted Home Media Sharing shall not be permitted. “Home Media Sharing” means the transferring, moving, streaming, sharing, copying or other transmission of Licensed Programs between devices (e.g., through use of WMDRM-ND or DLNA). [Note to Crackle: We accepted your changes]
2. Delivery to CE Streaming Devices and Set-Top Boxes : Each CE Streaming Device shall use a Security Solution to protect the Licensed Programs in accordance with the requirements and restrictions in this Schedule. With respect to all CE Streaming Devices, the following shall apply. All analog video outputs shall be protected with CGMS-A Copy Never. All analog video outputs for which Macrovision protection is available at the device manufacturer’s expense shall be protected with Macrovision. ”. [Note to Fox: Can we remove the CGMS-A and Macrovision requirements? Both are useless at preventing content on analog outputs from being copied] All digital video outputs shall be protected with HDCP or DTCP set to Copy Never. The Licensed Programs shall not be output via any output, port or bus except via an analog video output protected by CGMS-A Copy Never and/or Macrovision, an HDMI output protected with HDCP (e.g., there shall be no output via USB), or a digital output protected by DTCP set to Copy Never. Unencrypted Home Media Sharing shall not be permitted. [Note to Crackle: We accepted your changes]
Crackle Draft CP Schedule – 1-26-12 AVOD to OTT Devices Subject to review by Fox Senior Management Fox Confidential -8- 3. Delivery to Mobile Devices : Each Mobile Device shall use a Security Solution or HTTP Live Streaming (HLS) to protect the Licensed Programs in accordance with the requirements and restrictions in this Schedule. With respect to all Mobile Devices, the following shall apply. All video outputs shall be blocked except the HDMI output when protected with HDCP or any output protected by DTCP. [Note to Crackle: I don’t think there is DTCP for HDMI, so DTCP has not been included here. Otherwise your changes were accepted.] The Licensed Programs shall not be output via any output, port or bus except via an HDMI output protected with HDCP or any output protected by DTCP (e.g., there shall be no output via an unprotected USB). The following requirements only apply if HLS is used to provide the Content Protection System. (a) HLS is only permitted on IOS devices, (b) HLS streaming on iOS devices may be implemented either using applications or using the provisioned Safari browser, (c) The URL from which the m3u8 manifest file is requested shall be unique to each requesting client, (d) The m3u8 manifest file shall only be delivered to requesting clients/applications that have been authenticated in some way as being an authorized client/application, (e) The content encryption key shall be delivered via SSL (i.e. the URI for EXT- X-KEY, the URL used to request the content encryption key, shall be a HTTPS URL), (f) The client shall NOT cache streamed media for later replay (i.e. EXT-X-ALLOW-CACHE shall be set to ‘NO’), (g) iOS implementations (either applications or implementations using Safari and Quicktime) of HLS shall use APIs within Safari or Quicktime for delivery and display of content to the greatest possible extent (that is, implementations shall NOT contain implementations of HLS streaming, decryption, de-compression etc. but shall use the provisioned iOS APIs to perform these functions, (h) iOS applications, where used, shall follow all relevant Apple developer best practices and shall by this method or otherwise ensure the applications are as secure and robust as possible. Unencrypted Home Media Sharing shall not be permitted. All transmissions to a Mobile Device shall be encoded with an Authorized Application identifier so that the Authorized Application can be easily identified as the source of the content file, including as the source for any unauthorized distribution or duplication of the content file. All Licensed Programs shall be transmitted only in approximately10-second segments and each segment shall be encrypted with AES 128 and protected with a Security Solution. For the avoidance of doubt, the Mobile Device shall not play any Licensed Program if the Mobile Device has been rooted or jail-broken.
[Note to Fox: 1. IOS devices. currently use HLS, but token-auth SDK not yet incorporated. 2. Streaming to Android tablets is currently a progressive download of MP4 over SSL, this will be changed to the same method used for Android phones., . 3. HDCP Fully implemented into iOS and Android clients (all) by DD-MM-YYYY.. 4. Windows Mobile app will have full compliance by DD-MM-YYYY. 5. Android phones use either Flash RTMPE (and comments on RMPTE above apply) or HLS, our belief is that HLS streaming in the next version of Android will be as secure as on IOS. 6. Conformance with jailbreak requirements will be achieved by DD-MM-YYYY.]
G. RIGHTS AND REMEDIES:
1. Compliance Breaches and Security Breaches : Licensee shall promptly notify Fox of any Compliance Breach or Security Breach (as defined below) of which it becomes aware, shall use commercially reasonable efforts to remedy and fix the Compliance Breach or Security Breach and shall provide Fox with (a) a detailed description of the Compliance Breach or Security Breach to the extent permitted by any Non Disclosure Agreement with Security Solution providers, and (b) regular updates on the status of all efforts to remedy and fix such Compliance Breach or Security Breach to the extent permitted by any Non Disclosure Agreement with Security Solution providers. [Note to Crackle: We accepted your changes]
Crackle Draft CP Schedule – 1-26-12 AVOD to OTT Devices Subject to review by Fox Senior Management Fox Confidential -9- 2. As used herein, "Compliance Breach" means any failure by Licensee or any Authorized Third Party to comply with any requirement of this Schedule; and "Security Breach" means a hack, circumvention, deactivation, failure or degradation of the functionalities of the Program Service, Authorized Application, Authorized Servers, Security Solution, Permitted Device, signal security, geo-filtering and/or any other content protections of the Program Service which is likely to materially compromise the secure transmission, delivery or use of Licensed Programs or likely to result in unauthorized distribution, use of and/or access to the Licensed Programs. [Note to Crackle: We accepted your changes]
3. Remedy and Required Actions : In addition to any other rights and remedies of Fox under the Media Distribution Agreement, at law or in equity, in the event of a Security Breach or Compliance Breach that, in Fox’s good faith reasonable judgment, is likely to result in material harm to Fox, Fox shall have the right, exercisable upon 48 hours written notice to Licensee, to withdraw or suspend Licensee's exhibition rights with respect to any or all of the Licensed Programs affected by such Security Breach or Compliance Breach, and/or to terminate the Media Distribution Agreement with respect to any affected Licensed Program if Licensee and the Authorized Third Parties do not remedy and fix such Security Breach or Compliance Breach to Fox's reasonable satisfaction within 30 days of Licensee’s receipt of Fox’s written notice. [Note to Crackle: We accepted your changes]
4. In the event Fox elects to withdraw or suspend exhibition rights with respect to any or all of the Licensed Programs pursuant to the foregoing sections, Licensee and the Authorized Third Parties shall within 48 hours of Licensee’s receipt of Fox’s written notice cease exhibiting such Licensed Programs and Fox's suspension and withdrawal rights shall continue until such time that the Compliance Breach and/or Security Breach has been remedied and fixed to Fox's reasonable satisfaction. [Note to Crackle: We accepted your changes]
Crackle Draft CP Schedule – 1-26-12 AVOD to OTT Devices Subject to review by Fox Senior Management Fox Confidential -10-