Common use of Absence of Conflicting Agreements and Required Consents Clause in Contracts

Absence of Conflicting Agreements and Required Consents. Subject to the receipt of the Consents, the execution, delivery and performance by Buyer of this Agreement and the documents contemplated hereby (with or without the giving of notice, the lapse of time, or both): (a) do not require the consent of any third party; (b) will not conflict with the Articles of Incorporation or Bylaws of Buyer; (c) will not conflict with, result in a breach of, or constitute a default under, any applicable law, judgment, order, ordinance, injunction, decree, rule, regulation, or ruling of any court or governmental instrumentality; and (d) will not conflict with, constitute grounds for termination of, result in a breach of, constitute a default under, or accelerate or permit the acceleration of any performance required by the terms of, any agreement, instrument, license or permit to which Buyer is a party or by which Buyer may be bound. Except for the FCC Consent provided for in Section 6.1. the filings required by Xxxx-Xxxxx-Xxxxxx provided for in Section 6.2 and the other Consents described in Schedule 4.3, no consent, approval, permit, or authorization of, or declaration to, or filing with any governmental or regulatory authority or any other third party is required (a) to consummate this Agreement and the transactions contemplated hereby, or (b) to permit Buyer to acquire the Assets from Sellers or to assume certain liabilities and obligations of Sellers in accordance with Section 2.5.

Absence of Conflicting Agreements and Required Consents. Subject to obtaining the receipt of the ConsentsConsents listed on Schedule 3.3, the execution, delivery delivery, and performance by Buyer of this Agreement and the documents contemplated hereby (with or without the giving of notice, the lapse of time, or both): (a) do not require the consent of any third partyparty that has not been obtained; (b) will not conflict with the Certificate or Articles of Incorporation or Bylaws of Buyer; (c) will not conflict with, result in a breach of, or constitute a default under, any applicable law, judgment, order, ordinance, injunction, decree, rule, regulation, or ruling of any court or governmental instrumentality; and (d) will not conflict with, constitute grounds for termination of, result in a breach of, constitute a default under, or accelerate or permit the acceleration of any performance required by the terms of, of any agreement, instrument, license license, or permit to which Buyer is a party or by which Buyer may be bound. Except for the FCC Consent provided for in Section 6.1. the filings required by Xxxx-Xxxxx-Xxxxxx provided for in Section 6.2 and the other Consents described in Schedule 4.35.1, or such consents, approvals, permits or authorizations that have been obtained, no consent, approval, permit, or authorization of, or declaration to, or filing with any governmental or regulatory authority or any other third party is required (ai) to consummate this Agreement and the transactions contemplated hereby, or (bii) to permit Buyer to acquire the Assets from Sellers or to assume certain liabilities and obligations of Sellers in accordance with Section 2.5. (For purposes of the making of the representations and warranties in this Section as of the License Closing, the term “Assets” shall refer to the “License Assets.”)

Absence of Conflicting Agreements and Required Consents. Subject to Except for the receipt filing of the ConsentsAssignment Application and the granting of the FCC Consents provided for in Section 6.1 and the filings required by HSR Act provided for in Section 6.2, the execution, delivery and performance by Buyer of this Agreement and the documents Buyer Documents and the consummation of the transactions contemplated hereby and thereby, will not (i) conflict with or violate any provision of the Certificate of Incorporation or the Bylaws of Buyer, (ii) with or without the giving of notice, notice or the lapse passage of time, or both): (a) do not require the consent of any third party; (b) will not conflict with the Articles of Incorporation or Bylaws of Buyer; (c) will not conflict with, result in a breach of, or constitute a default under, any applicable law, judgment, order, ordinance, injunction, decree, rule, regulationviolate, or ruling of any court or governmental instrumentality; and (d) will not be in conflict with, constitute grounds for termination of, result in a breach of, or constitute a default under, or accelerate permit the termination of, or cause or permit the acceleration under, any agreement or instrument of any performance required by debt or obligation to which Buyer is a party, (iii) require the terms of, consent of any agreement, instrument, license party to any material agreement or permit commitment to which Buyer is a party or by which Buyer may be is subject or bound. Except for the FCC Consent provided for in Section 6.1. the filings required , (iv) violate any law, rule or regulation or any order, judgment, decree or award of any court, governmental authority or arbitrator to or by Xxxx-Xxxxx-Xxxxxx provided for in Section 6.2 and the other Consents described in Schedule 4.3, which Buyer is subject or bound; no consent, approval, permit, approval or authorization of, or declaration declaration, filing or registration with, or notice to, or filing with any governmental or regulatory authority or any other third party is required (a) to consummate be obtained or made by Buyer in connection with the execution, delivery and performance of this Agreement and or the Buyer Documents or the consummation of the transactions contemplated hereby, or (b) to permit Buyer to acquire the Assets from Sellers or to assume certain liabilities hereby and obligations of Sellers in accordance with Section 2.5thereby.

Absence of Conflicting Agreements and Required Consents. Subject to Except for the receipt filing of the ConsentsAssignment Application and the granting of the FCC Consents provided for in Section 6.1 and the filings required by HSR Act provided for in Section 6.2, the execution, delivery and performance by Buyer of this Agreement and the documents Buyer Documents and the consummation of the transactions contemplated hereby and thereby, will not (i) conflict with or violate any provision of the Certificate of Incorporation or the Bylaws of Buyer, (ii) with or without the giving of notice, notice or the lapse passage of time, or both): (a) do not require the consent of any third party; (b) will not conflict with the Articles of Incorporation or Bylaws of Buyer; (c) will not conflict with, result in a breach of, or constitute a default under, any applicable law, judgment, order, ordinance, injunction, decree, rule, regulationviolate, or ruling of any court or governmental instrumentality; and (d) will not be in conflict with, constitute grounds for termination of, result in a breach of, or constitute a default under, or accelerate permit the termination of, or cause or permit the acceleration under, any agreement or instrument of any performance required by debt or obligation to which Buyer is a party, (iii) require the terms of, consent of any agreement, instrument, license party to any material agreement or permit commitment to which Buyer is a party or by which Buyer may be is subject or bound. Except for the FCC Consent provided for in Section 6.1. the filings required , (iv) violate any law, rule or regulation or any order, judgment, decree or award of any court, governmental authority or arbitrator to or by Xxxx-Xxxxx-Xxxxxx provided for in Section 6.2 and the other Consents described in Schedule 4.3, which Buyer is subject or bound; no consent, approval, permit, approval or authorization of, or declaration declaration, filing or registration with, or notice to, or filing with any governmental or regulatory authority or any other third party is required (a) to consummate be obtained or made by Buyer in connection with the execution, delivery and performance of this Agreement and or the Buyer Documents or the consummation of the transactions contemplated hereby, or (b) to permit Buyer to acquire the Assets from Sellers or to assume certain liabilities hereby and obligations of Sellers in accordance with Section 2.5.thereby. 4.4

Absence of Conflicting Agreements and Required Consents. Subject to the receipt of the Consents, the execution, delivery delivery, and performance by Buyer of this Agreement and the documents Ancillary Documents and the consummation of the transactions contemplated hereby and thereby (with or without the giving of notice, the lapse of time, or both): (a) do not require the consent of any third party; (b) will not conflict with the Articles of Incorporation or Bylaws of Buyer; (c) will not conflict with, result in a breach of, or constitute a material default under, any applicable material law, judgment, order, ordinance, injunction, decree, rule, regulation, or ruling of any court or governmental instrumentality; and (d) will not conflict with, constitute grounds for termination of, result in a breach of, constitute a default under, or accelerate or permit the acceleration of any performance required by the terms of, any material agreement, instrument, license license, or permit to which Buyer is a party or by which Buyer may be bound. Except for the FCC Consent provided for in Section 6.1. , the filings required by XxxxHxxx-Xxxxx-Xxxxxx provided for in Section 6.2 and the other Consents described in Schedule 4.3, no consent, approval, permit, or authorization of, or declaration to, or filing with any governmental or regulatory authority or any other third party is required (a) to consummate this Agreement and Agreement, the Ancillary Documents or the transactions contemplated hereby, or (b) to permit Buyer to acquire the Assets from Sellers or to assume certain liabilities hereby and obligations of Sellers in accordance with Section 2.5thereby.

Absence of Conflicting Agreements and Required Consents. Subject to the receipt of the ConsentsExcept as set forth on Schedule 4.3, the execution, delivery delivery, and performance by Buyer of this Agreement and the documents contemplated hereby (with or without the giving of notice, the lapse of time, or both): (a) do not require the consent of any third party; (b) will not conflict with the Articles Certificate of Incorporation or Bylaws of Buyer; (c) will not conflict with, result in a breach of, or constitute a default under, any applicable law, judgment, order, ordinance, injunction, decree, rule, regulation, or ruling of any court or governmental instrumentality; and (d) will not conflict with, constitute grounds for termination of, result in a breach of, constitute a default under, or accelerate or permit the acceleration of any performance required by the terms of, any agreement, instrument, license license, or permit to which Buyer is a party or by which Buyer may be bound. Except for the FCC Consent provided for in Section 6.1. the filings required by Xxxx-Xxxxx-Xxxxxx provided for in Section 6.2 and the other Consents described in as set forth on Schedule 4.3, no consent, approval, permit, or authorization of, or declaration to, or filing with any governmental or regulatory authority or any other third party is required (a) to consummate this Agreement and the transactions contemplated hereby, or (b) to permit Buyer to acquire the Purchased Assets from Sellers Seller or to assume certain liabilities and obligations the Assumed Liabilities of Sellers Seller in accordance with Section 2.5.

Absence of Conflicting Agreements and Required Consents. Subject to the receipt of the Consents, the execution, delivery and performance by Buyer of this Agreement and the documents contemplated hereby (with or without the giving of notice, the lapse of time, or both): (a) do not require the consent of any third party; (b) will not conflict with the Articles of Incorporation or Bylaws of Buyer; (c) will not conflict with, result in a breach of, or constitute a default under, any applicable law, judgment, order, ordinance, injunction, decree, rule, regulation, or ruling of any court or governmental instrumentality; and (d) will not conflict with, constitute grounds for termination of, result in a breach of, constitute a default under, or accelerate or permit the acceleration of any performance required by the terms of, any agreement, instrument, license or permit to which Buyer is a party or by which Buyer may be bound. Except for the FCC Consent provided for in Section 6.1. the filings required by XxxxHart-Xxxxx-Xxxxxx provided xxxvided for in Section 6.2 and the other Consents described in Schedule 4.3, no consent, approval, permit, or authorization of, or declaration to, or filing with any governmental or regulatory authority or any other third party is required (a) to consummate this Agreement and the transactions contemplated hereby, or (b) to permit Buyer to acquire the Assets from Sellers or to assume certain liabilities and obligations of Sellers in accordance with Section 2.5.