Concession Agreement - 范本

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Exhibit 10.16

 

THE MARKED PORTIONS OF THIS AGREEMENT

HAVE BEEN OMITTED AND FILED SEPARATELY

WITH THE COMMISSION PURSUANT TO

A REQUEST FOR CONFIDENTIAL TREATMENT.

 

CONCESSION AGREEMENT

THIS CONCESSION AGREEMENT ("Agreement") is made and executed this 17th day of September, 1996 by and between SEAVISION INC., a Delaware corporation ("SEAVISION") and ROYAL CARIBBEAN CRUISES LTD., a Liberian corporation ("RCCL").

WITNESSETH:

RCCL operates the vessels MAJESTY OF THE SEAS and RHAPSODY OF THE SEAS (which vessel is currently under construction and scheduled to be delivered in April 1997) (collectively the "Vessel" or "Vessels");

SEAVISION has the expertise in providing interactive television and video entertainment systems; and RCCL desires to grant to SEAVISION a concession on the Vessels as described herein and SEAVISION desires to accept the concession, on the terms set forth herein:

1. Concession. RCCL hereby grants to SEAVISION and SEAVISION hereby accepts the concession for providing an interactive television and video entertainment system to RCCL, and passengers on each Vessel on the terms and conditions set forth herein.

2. SEAVISION's Responsibilities.

(a) Services. SEAVISION hereby agrees to provide, at no charge to RCCL, an interactive television and video entertainment system (the "System") consisting of the hardware and software described or listed on Exhibit A attached hereto, and to provide the services (the "Services") set forth on Exhibit B attached hereto. The System shall conform to the technical performance standards set forth on Exhibit C and the specifications set forth on Exhibit D attached hereto. RCCL may elect to use customized graphic displays ("look and feel") for the System on the television screens, which displays must be compatible with the then existing technical standards of the System, provided that if RCCL so elects, RCCL shall bear the cost of development of such graphics. SEAVISION agrees that there shall be no charge where RCCL uses existing language and merely changes the logo on a screen or similar minor changes. If RCCL elects to use such customized graphics displays, RCCL may either (i) develop such customized graphics itself or contract for such development through a third party, in which event SEAVISION will reasonably cooperate with RCCL or such third-party, or (ii) request SEAVISION to develop such customized graphics, in which event SEAVISION will undertake such development on terms mutually agreeable to the parties. SEAVISION agrees that the cost for such customization shall not exceed [Redacted - confidential treatment requested]. This amount includes the "look and feel" changes required by RCCL; all screen productions; four language variations (including English); all audio voice-overs; and all video digitalization (MPEG) processes on Beta SP masters supplied by RCCL. The MPEG process will be provided for the first four RCCL Vessels at no additional cost. On any additional vessels, the MPEG process shall be charged at the rate of [Redacted-confidential treatment requested]. SEAVISION shall be responsible for providing any additional hardware for the System, except the in-cabin television sets and control modules.

(b) Upgrades. SEAVISION agrees to provide upgrades to the hardware and/or software used in the System, at no cost to RCCL, at such times and in such manner as is reasonably necessary or appropriate, in SEAVISION's sole opinion, to maintain the System. RCCL shall have the right to review and approve any such upgrade prior to its installation on any Vessel, which approval shall not be unreasonably withheld or delayed by RCCL.

(c) Installation. The System shall be installed and fully functional on board the MAJESTY OF THE SEAS on or before December 10, 1996. The installation on RHAPSODY OF THE SEAS shall be completed and the System fully operational prior to April 25, 1997.

(d) Maintenance. SEAVISION shall be responsible for ensuring that the System is in good, proper working order at all times during the Term of this Agreement. The System shall at all times meet the technical specifications set out in Exhibit C to this Agreement. SEAVISION shall coordinate all work on the System with each Vessel's Chief Engineer and/or Chief Electrician.

(e) Comment Cards. SEAVISION acknowledges that RCCL distributes to and collects from passengers comment cards requesting satisfaction ratings of on-board services. SEAVISION agrees to address any issues raised by such comment cards and to use reasonable efforts to comply with RCCL requests to make changes to the System to correct deficiencies noted in the System which are identified in the comment cards.

3. RCCL's Responsibilities.

(a) Access to Vessel. RCCL hereby agrees to make available to SEAVISION in respect to each Vessel (a) the Vessel to the extent necessary for SEAVISION's installation, operation and maintenance of the System, including but not limited to granting SEAVISION personnel reasonable access to the television studio and video distribution system, (b)such personnel as are reasonably necessary or appropriate to assist in the successful installation, operation and maintenance of the System, including but not limited to appropriate on-board support for, and oversight of, the installation, operation and maintenance of the System by a designated officer on that Vessel (provided however, primary responsibility for maintenance and upkeep shall be the responsibility of SEAVISION), (c) all reasonably necessary systems integration support to allow the System to communicate with RCCL's on-board systems, and (d) appropriate accommodations on-board the Vessel for the SEAVISION personnel who are engaged in installing, operating or maintaining the System on the Vessel.

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Concession Agreement - Seavision inc. and Royal Caribbean Cruises Ltd. (Sep 17, 1996).docx 下载
发布于 2021-08-27 10:24:25
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