Beverage Agreements. LLC shall, through the expiration or other termination of Cinemark’s Beverage Agreement in effect on the Restated Effective Date, display or exhibit, as applicable, as part of the Advertising Services, advertising Inventory meeting any and all specifications and requirements prescribed by the Beverage Agreement, including format, length (not to be longer than ninety (90) seconds), and placement within the Play List, as set forth in the Specification Documentation, with compliance by LLC to be within a reasonable time after such specifications are communicated from time-to-time by Cinemark to LLC in a written notice. In consideration for the advertising pursuant to the Beverage Agreement, Cinemark agrees to pay LLC at the advertising rates set forth on Exhibit B (the “Beverage Agreement Advertising Rate”). The Beverage Agreement Advertising Rate shall be paid on or before the last day of LLC’s fiscal month following LLC’s fiscal month in which the Advertising Services related to the Beverage Agreement were provided. Beginning after Cinemark’s Beverage Agreement in effect on the Restated Effective Date expires or otherwise terminates through the end of the Term, Cinemark shall have the right to have included in the Advertising Services advertising Inventory for its beverage concessionaires at the then current Beverage Agreement Advertising Rate; provided that Cinemark (i) keeps LLC apprised of the status of negotiations with the beverage vendor (including likelihood of reaching agreement, advertising length and placement required), from the time such negotiations begin until an agreement is signed, and (ii) provides LLC notice (including advertising length and placement required) within two (2) business days after the date that Cinemark and its beverage concessionaire agree on terms for a new Beverage Agreement. Cinemark shall be permitted to prescribe the length and placement within the Play List of on-screen Inventory based on the requirements of the Beverage Agreements which may then be in effect between Cinemark and such then-applicable beverage concessionaires; provided that such Inventory shall not exceed ninety (90) seconds in length for all such Beverage Agreements. Cinemark-redacted and/or Cinemark-selected (by disclosure or summary) contents of the Beverage Agreement shall only be disclosed as, and to the extent, required pursuant to this Agreement, provided such disclosure would not violate the terms of such Beverage Agreement.
Beverage Agreements. A. In the first sentence of Section 4.06(a) of the ESA, “advertising Inventory” is hereby deleted and replaced with the following: “Beverage Slot”.
B. In the first sentence of Section 4.06(a) of the ESA, “within the Play List, as set forth in the Specification Documentation,” is hereby deleted and replaced with the following: “following the Pre-Feature Closing”.
C. Effective November 1, 2019, the following is hereby inserted at the end of Section 4.06(a) of the ESA: “For the avoidance of doubt, other than as set forth in this paragraph, no other amounts shall be payable by Cinemark to LLC in consideration for the Beverage Slot (including, for the avoidance of doubt, the Beverage Slot prior to the Co-Branded Spot (as defined below) and the Beverage Slot which follows the final trailer position). The Parties agree that Cinemark’s co-branded spot with its beverage concessionaire (the “Co-Branded Slot”), which is up to (and including) thirty (:30) seconds in length, shall be displayed prior to the Policy Trailer, and may be an advertisement for or may include advertisements for Cinemark’s beverage concessionaire, (i) is not a Beverage Slot for the purposes of this Agreement, (ii) does not reduce the amount of time allotted under Section 4.05 to its Branded Slots within the Play List, and (iii) Cinemark is not required to pay the Beverage Agreement Advertising Rate for such spot.”
Beverage Agreements. Borrower shall not, without the prior written consent of Lender, (i) surrender, terminate, cancel, modify in any material respect, renew or extend the Beverage Management Agreement or Beverage Concession Agreement (other than a renewal or extension provided for in such agreement), (ii) (except as permitted under item (i) above) enter into any new or other agreement relating to the serving and selling of alcoholic beverages and related items to customers at the Courtyard Houston Property with Beverage Manager, Beverage Concessionaire or any other Person, (iii) consent to the assignment by Beverage Manager or Beverage Concessionaire of its interest under the Beverage Management Agreement or Beverage Concession Agreement, as appropriate, (d) permit or suffer any Transfer of the ownership, management or Control of Beverage Manager or Beverage Concessionaire to occur, or (e) waive or release any of its rights and remedies under the Beverage Management Agreement or Beverage Concession Agreement in any material respect. Notwithstanding anything to the contrary, during the thirty (30) days following any change in Control of Pool II Holdco to the Preferred Equity Investors, Lender consent shall not be required on connection with the termination of Beverage Concessionaire and/or Beverage Manager and the associated Beverage Management Agreement or Beverage Concession Agreement, as appropriate, and the engagement of a Scheduled Manager (or its Affiliate) as Beverage Manager or Beverage Concessionaire pursuant to a new Beverage Management Agreement or Beverage Concession Agreement, respectively.
Beverage Agreements. LLC shall, through the expiration or other termination of Regal’s Beverage Agreement in effect on the Restated Effective Date, display or exhibit, as applicable, as part of the Advertising Services, advertising Inventory meeting any and all specifications and requirements prescribed by the Beverage Agreement, including format, length (not to be longer than ninety (90) seconds), and placement within the Play List, as set forth in the Specification Documentation, with compliance by LLC to be within a reasonable time after such specifications are communicated from time-to-time by Regal to LLC in a written
Beverage Agreements. LLC shall, through the expiration or other termination of Cinemark’s Beverage Agreement in effect on the date hereof, display or exhibit, as applicable, as part of the Advertising Services, advertising Inventory meeting any and all specifications and requirements prescribed by the Beverage Agreement, including format, length (not to be longer than ninety (90) seconds), and placement within the Play List, as set forth in the Specification Documentation, with compliance by LLC to be within a reasonable time after such specifications are communicated from time-to-time by Cinemark to LLC in a written notice. In consideration for the advertising pursuant to the Beverage Agreement, Cinemark agrees to pay LLC at the advertising rates set forth on Exhibit B (the “Beverage Agreement Advertising Rate”). The Beverage Agreement Advertising Rate shall be paid on or before the last day of LLC’s fiscal month following LLC’s fiscal month in which the Advertising Services related to the Beverage Agreement were provided. Beginning after Cinemark’s Beverage Agreement in effect on the date hereof expires or otherwise terminates through the end of the Term, Cinemark shall have the right to have included in the Advertising Services advertising Inventory for its beverage concessionaires at the then current Beverage Agreement Advertising Rate; provided that Cinemark (i) keeps LLC apprised of the status of negotiations with the beverage vendor (including likelihood of reaching agreement, advertising length and placement required), from the time such negotiations begin until an agreement is signed, and (ii) provides LLC notice (including advertising length and placement required) within two (2) business days after the date that Cinemark and its beverage concessionaire agree on terms for a new Beverage Agreement.
