Obligations of Master Distributor After Replacement. Anything in this Agreement to the contrary notwithstanding, any replacement of the Master Distributor pursuant to this Section 3 shall not terminate or otherwise adversely affect the then existing Distribution Agreements of any Subdistributor (including each Studio Distribution Agreement with the Studio Distributor) in respect of the Film Rights with respect to the Completed Films or relieve the Master Distributor or any other Marvel Company of its obligations hereunder and under the other Transaction Documents or any Completion Bond (except to the extent that the appointment of a replacement Master Distributor in respect of such Film Rights and Gross Receipts in respect thereof pursuant to Section 3(h) deprives the Master Distributor of the authority and/or power to perform such obligations or causes the performance of such obligations by the Master Distributor to be mutually exclusive of the performance of such obligations by the replacement Master Distributor). Notwithstanding the foregoing, if the Master Distributor is replaced pursuant to Section 3(h), the Master Distributor shall be relieved from its obligations hereunder with respect to any further distribution of the Film Rights with respect to the Completed Films (other than in respect of damages, if any, arising from any Master Distributor Default and any obligations of the Master Distributor arising from acts or omissions or otherwise relating to the period prior to such replacement); provided, however, that such replacement shall be made without prejudice to any amounts accrued and owing to MPROD under the Transaction Documents or the Ancillary Documents, and without altering, modifying, supplementing or changing the provisions of Section 3.01(c) of the Credit Agreement.
