Common use of Laboratories; No Removal Clause in Contracts

Laboratories; No Removal. (a) To the extent any Credit Party has control over or rights to receive any of the Physical Materials relating to any item of Product, deliver or cause to be delivered to a Laboratory or Laboratories all negative and preprint material, master tapes and all sound track materials with respect to each such item of Product and deliver to the Lender a fully executed Pledgeholder Agreement with respect to such materials. To the extent that any Credit Party has only rights of access to preprint material or master tapes then the Credit Parties will deliver to the Lender a fully executed Laboratory Access Letter covering such materials. Prior to requesting any such Laboratory to deliver such negative or other preprint or sound track material or master tapes to another laboratory, any such Credit Party shall provide the Lender with a Pledgeholder Agreement or Laboratory Access Letter, as appropriate, executed by such other laboratory and all other parties to such Pledgeholder Agreement (including the Lender). Each Credit Party hereby agrees not to remove or cause the removal of the original negative and film or sound materials with respect to any item of Product owned by such Credit Party or in which such Credit Party has an interest (i) to a location outside the United States or (ii) to any state or jurisdiction where UCC-1 financing statements (or in the case of jurisdictions outside the United States, documentation similar in purpose and effect satisfactory to the Lender) have not been filed against such Credit Party holding any rights to such item of Product. (b) During production of any item of Product produced by any Credit Party, such Credit Party shall promptly deliver the daily rushes for such item of Product to the appropriate Laboratory. (c) With respect to items of Product completed after the Closing Date, as soon as practicable after completion, deliver to the Lender and the Laboratories which are signatories to Pledgeholder Agreements a revised schedule of Product on deposit with such Laboratories.

Laboratories; No Removal. (a) To the extent any Credit Party has control over over, or rights to receive receive, any of the Physical Materials relating to any item of ProductPicture, deliver or cause to be delivered to a Laboratory or Laboratories all negative and preprint material, master tapes and all sound track materials with respect to each such item Picture and, in the case of Product and the Credit Parties, deliver to the Lender Administrative Agent a fully executed Pledgeholder Agreement with respect to such materials. To the extent that any Credit Party has only rights of access to preprint material or master tapes and has not created duplicate materials sufficient to exploit its rights and has not stored such duplicate materials at a Laboratory that has delivered a Pledgeholder Agreement to the Administrative Agent, then the applicable Credit Parties Party will deliver to the Lender Administrative Agent a fully executed Laboratory Access Letter covering such materials. Prior to requesting any such Laboratory to deliver such any negative or other preprint or sound track material or master tapes to another laboratoryLaboratory, any such Credit Party shall provide the Lender Administrative Agent with a Pledgeholder Agreement or Laboratory Access Letter, as appropriate, executed by such other laboratory Laboratory and all other parties to such Pledgeholder Agreement (including the LenderAdministrative Agent). Each Credit Party hereby agrees not to deliver or remove or cause the delivery or removal of the original negative and film or sound materials or master tapes with respect to any item of Product Picture owned by such any Credit Party or in which such any Credit Party has an interest (i) to a location outside the United States of America, Canada or (ii) to any state or jurisdiction where UCC-1 financing statements (or in the case of jurisdictions outside the United States, documentation similar in purpose and effect satisfactory to the Lender) have not been filed against such Credit Party holding any rights to such item of ProductKingdom. (b) During production of any item of Product Picture produced by any Credit Party, such Credit Party shall promptly deliver (or cause to be delivered) the daily rushes for such item of Product Picture to the appropriate LaboratoryLaboratory as soon as reasonably practicable and, in any event, no less frequently than weekly. (c) With respect to items of Product completed Pictures Completed after the Closing Date, as soon as practicable promptly after completionCompletion, deliver to the Lender Administrative Agent and the Laboratories which are signatories to Pledgeholder Agreements a revised schedule of Product Pictures on deposit with such LaboratoriesLaboratories to the extent applicable.

Laboratories; No Removal. (a) To the extent any Credit Party has control over or rights to receive any of the Physical Materials relating to any item of Product, deliver or cause to be delivered to a Laboratory or Laboratories all negative and preprint material, master tapes and all sound track materials with respect to each such item of Product and deliver to the Lender Administrative Agent a fully executed Pledgeholder Agreement with respect to such materials. To the extent that any Credit Party has only rights of access to preprint material or master tapes then the Credit Parties will deliver to the Lender Administrative Agent a fully executed Laboratory Access Letter covering such materials. Prior to requesting any such Laboratory to deliver such negative or other preprint or sound track material or master tapes to another laboratory, any such Credit Party shall provide the Lender Administrative Agent with a Pledgeholder Agreement or Laboratory Access Letter, as appropriate, executed by such other laboratory and all other parties to such Pledgeholder Agreement (including other than the LenderAdministrative Agent). Each Credit Party hereby agrees not to remove or cause the removal of the original negative and film or sound materials with respect to any item of Product owned by such Credit Party or in which such Credit Party has an interest (i) to a location outside the United States States, Canada or the United Kingdom or (ii) to any state or jurisdiction where UCC-1 financing statements (or in the case of jurisdictions outside the United States, documentation similar in purpose and effect satisfactory to the LenderAdministrative Agent) have not been filed against such Credit Party holding any rights to such item of Product. (b) During production of any item of Product produced by any Credit Party, such Credit Party shall promptly deliver the daily rushes for such item of Product to the appropriate Laboratory. (c) With respect to items of Product completed after the Closing Date, as soon as practicable after completion, deliver to the Lender Administrative Agent and the Laboratories which are signatories to Pledgeholder Agreements a revised schedule of Product on deposit with such Laboratories.