Common use of Copyrights and Trademarks Clause in Contracts

Copyrights and Trademarks. (a) Within thirty (30) days after (i) the initial U.S. commercial release of each Picture, to the extent any Credit Party is or becomes the owner, in whole or in part, of the copyright to such Picture, (ii) any Credit Party becomes the owner (or otherwise acquires a copyrightable interest), in whole or in part, of the copyright to any items of Music Product and elects to file an application to register its interest therein or (iii) any Credit Party elects to file an application to register any trademark or service ▇▇▇▇ with the U.S. Patent and Trademark Office, (1) take any and all actions necessary to register the copyright for such Picture or such item of Music Product or such trademark or service ▇▇▇▇ in the name of such Credit Party (subject, in the case of the Credit Parties, to a Lien in favor of the Administrative Agent (for the benefit of the Secured Parties) pursuant to the Copyright Security Agreement and the Trademark Security Agreement) in conformity with the laws of the United States of America, and (2) promptly deliver to the Administrative Agent (x) written evidence of the submission for registration (and subsequently of registration) of any and all such copyrights and trademarks and service marks for inclusion in the Collateral under this Credit Agreement, and (y) a Copyright Security Agreement Supplement or a Trademark Security Agreement, as applicable, relating to such copyright or such trademark or service ▇▇▇▇, executed by such Credit Party. (b) Within thirty (30) days after (i) the initial U.S. commercial release of each Acquired Picture, to the extent any Credit Party has an interest under copyright therein, but does not own, in whole or in part, the copyright to such Picture, or (ii) any Credit Party is assigned the ownership rights to any registered trademark or service ▇▇▇▇ (or a trademark or service ▇▇▇▇ that is the subject of an application for federal registration based on actual use of the ▇▇▇▇ or if based on intent to use, a Statement of Use or Amendment to Allege Use has been filed and accepted by the U.S. Patent & Trademark Office), record, or cause to be recorded, if such interest or rights may be recorded with the U.S. Copyright Office or the U.S. Patent and Trademark Office, (x) an instrument of transfer in respect to such interests or rights with the U.S. Copyright Office or the U.S. Patent and Trademark Office, as applicable, and (y) a Copyright Security Agreement Supplement or a Trademark Security Agreement, as applicable, relating to such interests or rights, executed by such Credit Party, in the case of clauses (x) and (y), other than with respect to non-theatrical direct to video Pictures for which a Credit Party obtained less than all of the United States distribution rights and did not obtain the copyright in and to such Picture. (c) To the extent that the Credit Parties at any time have rights in registered copyrights, trademarks or service marks outside of the U.S. which have material value in the reasonable determination of the Administrative Agent, and the Administrative Agent has also determined that the cost to a Credit Party is not disproportionate to the benefit to be realized by the Secured Parties by perfecting a Lien in such copyrights, trademarks or service marks, the Credit Parties shall execute and deliver appropriate local law security documents and filings (in form and substance reasonably acceptable to the Administrative Agent) following a request by the Administrative Agent; provided, that in no event shall any Credit Party be required to take any action that could reasonably be expected to affect the validity of any such registrations under the law of the applicable jurisdiction in effect at such time or be required to execute any documents that would effect a transfer or assignment of any copyrights, trademarks or service marks should the local law of the applicable jurisdiction not recognize or provide for security interests in copyrights, trademarks or service marks.

Copyrights and Trademarks. (a) Within thirty As soon as practicable but no later than sixty (3060) days after (i) the (x) the initial U.S. commercial release of each Picturea Picture or (y) in the case of a Program or other Item of Product, the initial broadcast or streaming of the final episode of a “season” or production cycle for such Program or other Item of Product, to the extent any Credit Party is or becomes the ownercopyright proprietor thereof or otherwise acquires a copyrightable interest therein, in whole or in part, of the copyright to such Picture, and (ii) any Credit Party becomes the owner (or otherwise acquires a copyrightable interest)any trademark, in whole or in parttrade name, of the copyright to any items of Music Product and elects to file an application to register its interest therein or (iii) any Credit Party elects to file an application to register any trademark or service ▇▇▇▇ with the U.S. Patent or service name, in each case of clauses (i) and Trademark Office(ii) above, (1) take any and all actions necessary to register the copyright for such Picture for, or such item other copyrightable interest in, such Item of Music Product Product, or such trademark or trademark, service ▇▇▇▇ ▇, trade name or service name, respectively, in the name of such Credit Party (subject, in the case of the Credit Parties, subject to a Lien in favor of the Administrative Agent (for the benefit of the Secured Parties) pursuant to the Copyright Security Agreement and the a Trademark Security Agreement) in conformity with the laws of the United States of AmericaAmerica and such other jurisdictions as the Administrative Agent may reasonably specify, and (2) promptly deliver to the Administrative Agent Agent, if not previously delivered, (x) written evidence of the submission for registration (and subsequently of registration) registration of any and all such copyrights and trademarks and copyrights, trademark, service marks ▇▇▇▇, trade name or service name of the Credit Parties for inclusion in the Collateral under this Credit AgreementCollateral, and (y) a Copyright Security Agreement Supplement or a Trademark Security Agreement, as applicable, relating to such copyright or such trademark other copyrightable interest or a Trademark Security Agreement relating to such trademark, trade name, service ▇▇▇▇▇ or service name, in each case, executed by such the relevant Credit PartyParties. (b) Within thirty (30) days after (i) Obtain instruments of transfer or other documents evidencing the initial U.S. commercial release interest of each Acquired Picture, to the extent any Credit Party has an interest under copyright therein, but does not own, in whole or in part, with respect to the copyright relating to Items of Product in which such Picture, or (ii) any Credit Party is assigned the ownership rights to owns a copyrightable interest and any registered trademark or trademark, trade name, service ▇▇▇▇ (or a trademark or service ▇▇▇▇ that is the subject of an application for federal registration based on actual use of the ▇▇▇▇ or if based on intent to usename which such Credit Party acquires, a Statement of Use or Amendment to Allege Use has been filed and accepted by the U.S. Patent & Trademark Office), promptly record, or cause to be recorded, if such interest or rights may be recorded with the U.S. Copyright Office or Office, the U.S. Patent and Trademark OfficeOffice or such other jurisdictions, (x) an instrument such instruments of transfer in respect to such interests or rights with the assignment records of the U.S. Copyright Office or Office, the U.S. Patent and Trademark Office, Office or such other jurisdictions as applicable, and (y) a Copyright Security Agreement Supplement or a Trademark Security Agreement, as applicable, relating to such interests or rights, executed by such Credit Party, in the case of clauses (x) and (y), other than with respect to non-theatrical direct to video Pictures for which a Credit Party obtained less than all of the United States distribution rights and did not obtain the copyright in and to such Picture. (c) To the extent that the Credit Parties at any time have rights in registered copyrights, trademarks or service marks outside of the U.S. which have material value in the reasonable determination of the Administrative Agent, and the Administrative Agent has also determined that the cost to a Credit Party is not disproportionate to the benefit to be realized by the Secured Parties by perfecting a Lien in such copyrights, trademarks or service marks, the Credit Parties shall execute and deliver appropriate local law security documents and filings (in form and substance may reasonably acceptable to the Administrative Agent) following a request by the Administrative Agent; provided, that in no event shall any Credit Party be required to take any action that could reasonably be expected to affect the validity of any such registrations under the law of the applicable jurisdiction in effect at such time or be required to execute any documents that would effect a transfer or assignment of any copyrights, trademarks or service marks should the local law of the applicable jurisdiction not recognize or provide for security interests in copyrights, trademarks or service marksspecify.

Copyrights and Trademarks. (a) Within thirty (30) days after (i) the initial U.S. commercial release or broadcast of each Picture, to the extent any Credit Party is or becomes the owner, in whole or in part, of the copyright to such Picture, (ii) any Credit Party becomes the owner (proprietor thereof or otherwise acquires a copyrightable interest)interest therein, in whole or in part, of the copyright to any items of Music Product and elects to file an application to register its interest therein or (iii) any Credit Party elects to file an application to register acquires any trademark or trademark, service m▇▇▇▇ with the U.S. Patent and Trademark Office, (1) trade name or service name, take any and all actions necessary to register the copyright for such Picture or such item of Music Product or such trademark or trademark, service m▇▇▇▇ , trade name or service name, in the name of such Credit Party (subject, in the case of the Credit Parties, to a Lien in favor of the Administrative Agent (for the benefit of itself, the Secured Parties) Issuing Bank and the Lenders pursuant to the Copyright Security Agreement and the Trademark Security Agreement) in conformity with the laws of the United States of AmericaAmerica and such other jurisdictions as the Administrative Agent may reasonably specify, and (2) promptly deliver to the Administrative Agent (x) written evidence of the submission for registration (and subsequently of registration) of any and all such copyrights and trademarks and service marks for inclusion in the Collateral under this Credit Agreement, and (y) a Copyright Security Agreement Supplement or a Trademark Security Agreement, as applicable, Agreement relating to such copyright item or such trademark or trademark, service m▇▇▇▇, trade name or service name, executed by such Credit Party. (b) Within thirty (30) days after (i) Obtain instruments of transfer or other documents evidencing the initial U.S. commercial release interest of each Acquired Picture, to the extent any Credit Party has an interest under copyright therein, but does not own, in whole or in part, with respect to the copyright relating to Pictures in which such Picture, or (ii) any Credit Party is assigned the ownership rights to owns a copyrightable interest and any registered trademark or trademark, service m▇▇▇▇ (or a trademark , trade name or service ▇▇▇▇ that is the subject of an application for federal registration based on actual use of the ▇▇▇▇ or if based on intent to usename which such Credit Party acquires, a Statement of Use or Amendment to Allege Use has been filed and accepted by the U.S. Patent & Trademark Office), promptly record, or cause to be recorded, if such interest or rights may be recorded registered with the U.S. Copyright Office or the U.S. Patent and Trademark Office, (x) an instrument of transfer in respect to such interests or rights with the U.S. Copyright Office or the U.S. Patent and Trademark Office, as applicable, and (y) a Copyright Security Agreement Supplement or a Trademark Security Agreement, as applicable, relating to such interests or rights, executed by such Credit Party, in the case of clauses (x) and (y), other than with respect to non-theatrical direct to video Pictures for which a Credit Party obtained less than all of the United States distribution rights Copyright Office, the United States Trademark Office or such other jurisdictions, such instruments of transfer on the United States Copyright Register or the United States Trademark Register and did not obtain the copyright in and to such Picture. (c) To the extent that the Credit Parties at any time have rights in registered copyrights, trademarks or service marks outside of the U.S. which have material value in the reasonable determination of the Administrative Agent, and other jurisdictions as the Administrative Agent has also determined that the cost to a Credit Party is not disproportionate to the benefit to be realized by the Secured Parties by perfecting a Lien in such copyrights, trademarks or service marks, the Credit Parties shall execute and deliver appropriate local law security documents and filings (in form and substance may reasonably acceptable to the Administrative Agent) following a request by the Administrative Agent; provided, that in no event shall any Credit Party be required to take any action that could reasonably be expected to affect the validity of any such registrations under the law of the applicable jurisdiction in effect at such time or be required to execute any documents that would effect a transfer or assignment of any copyrights, trademarks or service marks should the local law of the applicable jurisdiction not recognize or provide for security interests in copyrights, trademarks or service marksspecify.

Copyrights and Trademarks. (a) Within thirty (30) days after (i) the initial U.S. commercial release or broadcast of each Pictureitem of Product, to the extent any Credit Party is or becomes the owner, in whole copyright proprietor thereof or in part, of the copyright to such Picture, otherwise acquires a copyrightable interest and (ii) any Credit Party becomes the owner (or otherwise acquires a copyrightable interest)any trademark, in whole or in partservice mark, of the copyright to any items of Music Product and elects to file an application to register its interest therein or (iii) any Credit Party elects to file an application to register any trademark ▇▇ade name or service ▇▇▇▇ with the U.S. Patent and Trademark Officename, (1) take any and all actions necessary to register the copyright for such Picture or such item of Music Product or such trademark trademark, service mark, ▇▇ade name or service ▇▇▇▇ name, in the name of such Credit Party (subject, in the case of the Credit Parties, subject to a Lien in favor of the Administrative Agent (for the benefit of itself, the Secured Parties) Issuing Bank and the Lenders pursuant to the Copyright Security Agreement and the Trademark Security Agreement) in conformity with the laws of the United States of Americaand such other jurisdictions as the Administrative Agent may reasonably specify, and (2x) promptly immediately deliver to the Administrative Agent (xi) written evidence of the submission presentation for registration (and subsequently of registration) of any and all such copyrights and trademarks and service marks for inclusion in the Collateral under this Credit Agreement, Agreement and (yii) a Copyright Security Agreement Supplement or a Trademark Security Agreement, as applicable, Agreement relating to such copyright item of Product or such trademark trademark, service mark, ▇▇ade name or service ▇▇▇▇name, executed by such Credit PartyParty and (y) immediately after receipt thereof, deliver to the Administrative Agent written evidence of the registration of any and all such copyrights for inclusion in the Collateral under this Credit Agreement. (b) Within thirty (30) days after (i) Obtain instruments of transfer or other documents evidencing the initial U.S. commercial release interest of each Acquired Picture, to the extent any Credit Party has an interest under copyright therein, but does not own, in whole or in part, the copyright to such Picture, or (ii) any Credit Party is assigned the ownership rights to any registered trademark or service ▇▇▇▇ (or a trademark or service ▇▇▇▇ that is the subject of an application for federal registration based on actual use of the ▇▇▇▇ or if based on intent to use, a Statement of Use or Amendment to Allege Use has been filed and accepted by the U.S. Patent & Trademark Office), record, or cause to be recorded, if such interest or rights may be recorded with the U.S. Copyright Office or the U.S. Patent and Trademark Office, (x) an instrument of transfer in respect to such interests or rights with the U.S. Copyright Office or the U.S. Patent and Trademark Office, as applicable, and (y) a Copyright Security Agreement Supplement or a Trademark Security Agreement, as applicable, relating to such interests or rights, executed by such Credit Party, in the case of clauses (x) and (y), other than with respect to non-theatrical direct to video Pictures for which a Credit Party obtained less than all of the United States distribution rights and did not obtain the copyright relating to items of Product in and to which such Picture. (c) To the extent that the Credit Parties at any time have rights in registered copyrights, trademarks or service marks outside of the U.S. which have material value in the reasonable determination of the Administrative Agent, and the Administrative Agent has also determined that the cost to a Credit Party is not disproportionate to the benefit entitled to be realized by the Secured Parties by perfecting a Lien in such copyrightsinitial copyright proprietor and any trademark, trademarks service mark, ▇▇ade name or service marksname which such Credit Party acquires, and promptly record such instruments of transfer on the Credit Parties shall execute United States Copyright Register or the United States Trademark Register and deliver appropriate local law security documents and filings (in form and substance reasonably acceptable to such other jurisdictions as the Administrative Agent) following a request by the Administrative Agent; provided, that in no event shall any Credit Party be required to take any action that could reasonably be expected to affect the validity of any such registrations under the law of the applicable jurisdiction in effect at such time or be required to execute any documents that would effect a transfer or assignment of any copyrights, trademarks or service marks should the local law of the applicable jurisdiction not recognize or provide for security interests in copyrights, trademarks or service marksAgent may specify.

Copyrights and Trademarks. (a) Within thirty As soon as practicable but no later than sixty (3060) days after (i) the (x) initial U.S. commercial release of each Picturea Picture or (y) in the case of a Program or other Item of Product, the initial broadcast or streaming of the final episode of a “season” or production cycle for such Program or other Item of Product, to the extent any Credit Party is or becomes the ownercopyright proprietor thereof or otherwise acquires a copyrightable interest therein, in whole or in part, of the copyright to such Picture, and (ii) any Credit Party becomes the owner (acquires any trademark, trade name, service mark or otherwise acquires a copyrightable interest)service name, in whole or in parteach case of clauses (i) and (ii) above, of the copyright to any items of Music Product and elects to file an application to register its interest therein or (iii) any Credit Party elects to file an application to register any trademark or service ▇▇▇▇ with the U.S. Patent and Trademark Office, (1) take any and all actions necessary to register the copyright for such Picture for, or such item other copyrightable interest in, such Item of Music Product Product, or such trademark trademark, service mark, trade name or service ▇▇▇▇ name, respectively, in the name of such Credit Party (subject, in the case of the Credit Parties, subject to a Lien in favor of the Administrative Agent (for the benefit of the Secured Parties) pursuant to the Copyright Security Agreement and the a Trademark Security Agreement) in conformity with the laws of the United States of AmericaAmerica and such other jurisdictions as the Administrative Agent may reasonably specify, and (2) promptly deliver to the Administrative Agent Agent, if not previously delivered, (x) written evidence of the submission for registration (and subsequently of registration) registration of any and all such copyrights and trademarks and copyrights, trademark, service marks mark, trade name or service name of the Credit Parties for inclusion in the Collateral under this Credit AgreementCollateral, and (y) a Copyright Security Agreement Supplement or a Trademark Security Agreement, as applicable, relating to such copyright or such trademark other copyrightable interest or a Trademark Security Agreement relating to such trademark, trade name, service mark or service ▇▇▇▇name, in each case, executed by such the relevant Credit PartyParties. (b) Within thirty (30) days after (i) Obtain instruments of transfer or other documents evidencing the initial U.S. commercial release interest of each Acquired Picture, to the extent any Credit Party has an interest under copyright therein, but does not own, in whole or in part, with respect to the copyright relating to Items of Product in which such Picture, or (ii) any Credit Party is assigned the ownership rights to owns a copyrightable interest and any registered trademark trademark, trade name, service mark or service ▇▇▇▇ (or a trademark or service ▇▇▇▇ that is the subject of an application for federal registration based on actual use of the ▇▇▇▇ or if based on intent to usename which such Credit Party acquires, a Statement of Use or Amendment to Allege Use has been filed and accepted by the U.S. Patent & Trademark Office), promptly record, or cause to be recorded, if such interest or rights may be recorded with the U.S. Copyright Office or Office, the U.S. Patent and Trademark OfficeOffice or such other jurisdictions, (x) an instrument such instruments of transfer in respect to such interests or rights with the assignment records of the U.S. Copyright Office or Office, the U.S. Patent and Trademark Office, Office or such other jurisdictions as applicable, and (y) a Copyright Security Agreement Supplement or a Trademark Security Agreement, as applicable, relating to such interests or rights, executed by such Credit Party, in the case of clauses (x) and (y), other than with respect to non-theatrical direct to video Pictures for which a Credit Party obtained less than all of the United States distribution rights and did not obtain the copyright in and to such Picture. (c) To the extent that the Credit Parties at any time have rights in registered copyrights, trademarks or service marks outside of the U.S. which have material value in the reasonable determination of the Administrative Agent, and the Administrative Agent has also determined that the cost to a Credit Party is not disproportionate to the benefit to be realized by the Secured Parties by perfecting a Lien in such copyrights, trademarks or service marks, the Credit Parties shall execute and deliver appropriate local law security documents and filings (in form and substance may reasonably acceptable to the Administrative Agent) following a request by the Administrative Agent; provided, that in no event shall any Credit Party be required to take any action that could reasonably be expected to affect the validity of any such registrations under the law of the applicable jurisdiction in effect at such time or be required to execute any documents that would effect a transfer or assignment of any copyrights, trademarks or service marks should the local law of the applicable jurisdiction not recognize or provide for security interests in copyrights, trademarks or service marksspecify.