Common use of Designations of Secured Obligations Clause in Contracts

Designations of Secured Obligations. In the event that a Studio and Blockbuster amend, modify, supplement, extend, renew, revise, restate, amend and restate or replace any Trade Agreement or enter into additional trade agreements after the Effective Date that such parties mutually agree shall be included as “Trade Agreements” hereunder, the Grantor shall promptly deliver a written certification substantially in the form of Exhibit D (each, a “Notice of Designation”) to the Collateral Trustee designating such obligations as Secured Obligations hereunder. The Guarantor hereby confirms, acknowledges and agrees that each such agreement shall be automatically included on Schedule 1 as a “Trade Agreement” and that the obligations of the Grantor will extend to such Trade Agreement as of the execution thereof. The designation of such additional obligations as Secured Obligations shall be binding among the other holders of Secured Obligations for purposes of this Collateral Trust Agreement; provided, however, that nothing in this sentence shall constitute a waiver of any right or remedy that any Studio may have under any Secured Documents with respect to the incurrence or designation of such obligations. Any obligations to be designated under this Section 7 that are owed to any entity that is not party hereto on the Effective Date shall be, upon the joinder of such entity to this Collateral Trust Agreement and subject to the written consent of the Collateral Trustee with the prior written approval and consent of each of the Studios, designated as additional obligations hereunder as obligations secured by the Collateral as provided herein.

Designations of Secured Obligations. In The Company may at any time and from time to time designate additional obligations (whether outstanding on the event date of such designation or on a prospective “when issued basis”) as obligations that are secured by the Collateral pursuant to this Agreement in accordance with this Section 7 (it being understood that if such notice is prospective such designation is contingent upon the issuance or incurrence of the related obligations) if and only if such obligations Refinance any or all of the Restructuring Note Obligations and the New Money Note Obligations in a Studio and Blockbuster amend, modify, supplement, extend, renew, revise, restate, amend and restate or replace any Trade Agreement or enter into additional trade agreements after the Effective Date that such parties mutually agree Qualifying Refinancing. The Company shall be included as “Trade Agreements” hereunder, the Grantor shall promptly deliver a written certification substantially in the form of Exhibit D (each, a “furnish each Notice of Designation”) Designation to each Indenture Trustee promptly after delivering the same to the Collateral Trustee designating Trustee; provided that failure to deliver such obligations notice shall not affect the validity of any such designation. If each Primary Holder Representative receives such notice and none of them notifies the Company within 10 Business Days following the receipt thereof that it disagrees with the certification described in clause (iii) of Section 7.2 when the proceeds of such Refinancing Debt are applied to repay Restructuring Note Obligations or New Money Note Obligations, as Secured Obligations hereunder. The Guarantor hereby confirmsapplicable, acknowledges and agrees that each such agreement shall be automatically included on Schedule 1 as a “Trade Agreement” and that the obligations of the Grantor will extend to such Trade Agreement as of the execution thereof. The designation of such additional obligations as Secured Obligations shall be binding among upon the other holders of Secured Obligations for purposes of this Collateral Trust Agreement; provided, however, however that nothing in this sentence shall constitute a waiver of any right or remedy that of any Studio Primary Holder Representative or other holder of Secured Obligations may have under any Secured Documents Instrument with respect to the incurrence or designation of such obligations. Any obligations to be designated under this Section 7 that are owed to any entity that is not party hereto on the Effective Date shall be, upon the joinder of such entity to this Collateral Trust Agreement and subject to the written consent of the Collateral Trustee with the prior written approval and consent of each of the Studios, designated as additional obligations hereunder as obligations secured by the Collateral as provided herein.

Designations of Secured Obligations. In The Company may at any time and from time to time designate additional obligations (whether outstanding on the event date of such designation or on a prospective “when issued basis”) as obligations that are secured by the Collateral pursuant to this Agreement in accordance with this Section 7 (it being understood that if such notice is prospective such designation is contingent upon the issuance or incurrence of the related obligations) if and only if such obligations Refinance any or all of the Credit Agreement Obligation and the Public Note Obligations in a Studio and Blockbuster amend, modify, supplement, extend, renew, revise, restate, amend and restate or replace any Trade Agreement or enter into additional trade agreements after the Effective Date that such parties mutually agree Qualifying Refinancing. The Company shall be included as “Trade Agreements” hereunder, the Grantor shall promptly deliver a written certification substantially in the form of Exhibit D (each, a “furnish each Notice of Designation”) Designation to each Primary Holder Representative promptly after delivering the same to the Collateral Trustee designating Trustee; provided that failure to deliver such obligations notice shall not affect the validity of any such designation. If each Primary Holder Representative receives such notice and none of them notifies the Company within 5 Business Days following the receipt thereof that it disagrees with the certification described in clause (iii) of Section 7.2 when the proceeds of such Refinancing Debt are applied to repay Credit Agreement Obligations or Public Note Obligations, as Secured Obligations hereunder. The Guarantor hereby confirmsapplicable, acknowledges and agrees that each such agreement shall be automatically included on Schedule 1 as a “Trade Agreement” and that the obligations of the Grantor will extend to such Trade Agreement as of the execution thereof. The designation of such additional obligations as Secured Obligations shall be binding among upon the other holders of Secured Obligations for purposes of this Collateral Trust Agreement; provided, however, however that nothing in this sentence shall constitute a waiver of any right or remedy that of any Studio Primary Holder Representative or other holder of Secured Obligations may have under any Secured Documents Instrument with respect to the incurrence or designation of such obligations. Any obligations to be designated under this Section 7 that are owed to any entity that is not party hereto on the Effective Date shall be, upon the joinder of such entity to this Collateral Trust Agreement and subject to the written consent of the Collateral Trustee with the prior written approval and consent of each of the Studios, designated as additional obligations hereunder as obligations secured by the Collateral as provided herein.

Designations of Secured Obligations. In The Company may at any time and from time to time designate additional obligations (whether outstanding on the event date of such designation or on a prospective “when issued basis”) as obligations that are secured by the Collateral pursuant to this Agreement in accordance with this Section 7 (it being understood that if such notice is prospective such designation is contingent upon the issuance or incurrence of the related obligations) if and only if such obligations (i) Refinance any or all of the Credit Agreement Obligations and the Public Note Obligations in a Studio and Blockbuster amend, modify, supplement, extend, renew, revise, restate, amend and restate Qualifying Refinancing or replace any Trade Agreement or enter into additional trade agreements after the Effective Date that such parties mutually agree (ii) are Revolver Secured Obligations. The Company shall be included as “Trade Agreements” hereunder, the Grantor shall promptly deliver a written certification substantially in the form of Exhibit D (each, a “furnish each Notice of Designation”) Designation to each Primary Holder Representative promptly after delivering the same to the Collateral Trustee designating Trustee; provided that failure to deliver such obligations notice shall not affect the validity of any such designation. If each Primary Holder Representative receives such notice and none of them notifies the Company within 5 Business Days following the receipt thereof that it disagrees with the certification described in clause (iii) of Section 7.2 when the proceeds of such Refinancing Debt are applied to repay Credit Agreement Obligations or Public Note Obligations, as Secured Obligations hereunder. The Guarantor hereby confirmsapplicable, acknowledges and agrees that each such agreement shall be automatically included on Schedule 1 as a “Trade Agreement” and that the obligations of the Grantor will extend to such Trade Agreement as of the execution thereof. The designation of such additional obligations as Secured Obligations shall be binding among upon the other holders of Secured Obligations for purposes of this Collateral Trust Agreement; provided, however, however that nothing in this sentence shall constitute a waiver of any right or remedy that of any Studio Primary Holder Representative or other holder of Secured Obligations may have under any Secured Documents Instrument with respect to the incurrence or designation of such obligations. Any obligations to be designated under this Section 7 that are owed to any entity that is not party hereto on the Effective Date shall be, upon the joinder of such entity to this Collateral Trust Agreement and subject to the written consent of the Collateral Trustee with the prior written approval and consent of each of the Studios, designated as additional obligations hereunder as obligations secured by the Collateral as provided herein.