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

Absence of Conflicting Agreements or Required Consents. Except as set forth in Article 4 with respect to FCC and other governmental consents or as disclosed on Schedule 6.4, neither the execution, delivery and performance of this Agreement or any other Transaction Document by the Buyers nor the consummation of the transactions contemplated hereby or thereby: (a) does or will require the consent of any third Party; (b) does or will violate any provisions of the Buyers' organizational documents; (c) does or will violate any applicable law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Entity to which either Buyer is a Party or by which either Buyer is bound; and (d) does or will, either alone or with the giving of notice or the passage of time, or both, conflict with, constitute grounds for termination of or result in a breach of the terms, conditions or provisions of, or constitute a default under any indentures, mortgage, lease, loan agreement or other agreement, instrument, Contract, license or permit to which either Buyer is now subject.

Absence of Conflicting Agreements or Required Consents. Except as set forth in Article 4 with respect to FCC and other governmental consents or and/or as disclosed on Schedule 6.41.2(d), neither the execution, delivery and performance of this Agreement or any other Transaction Document by the Buyers nor and the consummation of the transactions contemplated hereby or thereby: by Seller (a) does or do not and will not require the consent of any third Partyparty; (b) does or do not and will not violate any provisions of the Buyers' Seller's organizational documents; (c) does or do not and will not violate any applicable law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Entity governmental authority to which either Buyer Seller is a Party party or by which either Buyer is it or the Station Assets are bound; and (d) does or willdo not and will not, either alone or with the giving of notice or the passage of time, or both, conflict with, constitute grounds for termination of or result in a breach of the terms, conditions or provisions of, or constitute a default under any indentures, mortgage, lease, loan agreement or other contract, agreement, instrument, Contract, license or permit to which either Buyer is Seller or the Station Assets are now subject; and (e) do not and will not result in the creation of any lien, charge or encumbrance on any of the Station Assets.

Absence of Conflicting Agreements or Required Consents. Except as set forth in Article 4 this Agreement with respect to the consent of the FCC and other governmental any necessary consents or as disclosed set forth on Schedule 6.44.4, neither the execution, delivery and performance of this Agreement or any other Transaction Document by the Buyers nor the consummation of the transactions contemplated hereby or therebySeller: (a) does or will do not require the consent of any third Partyparty; (b) does or will not violate any provisions of the Buyers' organizational documentsSeller’s Articles of Organization or Operating Agreement, as amended to date; (c) does or will not violate any applicable law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Entity Authority to which either Buyer Seller is a Party party or by which either Buyer is it or any of the Assets are bound; and (d) does or willwill not, either alone or with the giving of notice or the passage of time, or both, conflict with, constitute grounds for termination of of, or result in a breach of the terms, conditions or provisions of, or constitute a default under under, any indenturescontract, mortgage, lease, loan agreement or other agreement, instrument, Contractindenture, license commitment, license, judgment, order, decree or permit to which either Buyer is Seller or the Assets are now subject; and (e) will not result in the creation of any lien, charge or encumbrance on any of the Assets.

Absence of Conflicting Agreements or Required Consents. Except as set forth in Article 4 5 hereof with respect to FCC and other governmental consents or as disclosed on Schedule 6.4, neither the execution, delivery and performance of this Agreement or any other Transaction Document by the Buyers nor the consummation of the transactions contemplated hereby or therebyand Regent: (a) does will not conflict with, result in a breach of, or will constitute a violation of, or a default under, the provisions of the articles of incorporation or by-laws (or other charter or organizational documents) of Buyers or Regent; (b) do not require the consent of any third Party; (b) does or will violate any provisions of the Buyers' organizational documentsparty; (c) does or will not violate any applicable law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Entity governmental authority to which either Buyer is a Party or by which either Buyer is boundRegent or any of their respective assets are now subject; and (d) does or willwill not, either alone or with the giving of notice or the passage of time, or both, conflict with, constitute grounds for termination of or result in a breach of the terms, conditions or provisions of, or constitute a default under under, any indentures, mortgage, lease, loan agreement or other agreement, instrument, Contract, license or permit to which either Buyer or Regent is now subject.

Absence of Conflicting Agreements or Required Consents. Except as set forth in Article 4 with respect to FCC and other governmental consents or and/or as disclosed on Schedule 6.41.2(d), neither the execution, delivery and performance of this Agreement or any other Transaction Document by the Buyers nor and the consummation of the transactions contemplated hereby or thereby: by Seller (a) does or do not and will not require the consent of any third Partyparty; (b) does or do not and will not violate any provisions of the Buyers' Seller’s organizational documents; (c) does or do not and will not violate any applicable law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Entity governmental authority to which either Buyer Seller is a Party party or by which either Buyer is it or the Station Assets are bound; and (d) does or willdo not and will not, either alone or with the giving of notice or the passage of time, or both, conflict with, constitute grounds for termination of or result in a breach of the terms, conditions or provisions of, or constitute a default under any indentures, mortgage, lease, loan agreement or other contract, agreement, instrument, Contract, license or permit to which either Buyer is Seller or the Station Assets are now subject; and (e) do not and will not result in the creation of any lien, charge or encumbrance on any of the Station Assets.

Absence of Conflicting Agreements or Required Consents. Except as set forth in Article 4 with respect to FCC and other governmental consents or and/or as disclosed on Schedule 6.47.3, neither the execution, delivery and performance of this Agreement or any other Transaction Document by the Buyers nor and the consummation of the transactions contemplated hereby or thereby: by Seller (a) does or do not and will not require the consent of any third Partyparty; (b) does or do not and will not violate any provisions of the Buyers' Seller's organizational documents; (c) does or do not and will not violate any applicable law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Entity governmental authority to which either Buyer Seller is a Party party or by which either Buyer is it or any of the Station Assets are bound; and (d) does or willdo not and will not, either alone or with the giving of notice or the passage of time, or both, conflict with, constitute grounds for termination of or result in a breach of the terms, conditions or provisions of, or constitute a default under any indentures, mortgage, lease, loan agreement or other contract, agreement, instrument, Contract, license or permit to which either Buyer is Seller or the Station Assets are now subject; and (e) do not and will not result in the creation of any lien, charge or encumbrance on any of the Station Assets.

Absence of Conflicting Agreements or Required Consents. Except as set forth in Article 4 with respect to FCC and other governmental consents or as disclosed on Schedule 6.42.3, neither to the knowledge of Seller and each Member, the execution, delivery and performance of this Agreement or any other Transaction Document by the Buyers nor the consummation Seller and Members of the transactions contemplated hereby Acquisition Documents to be executed and delivered by Seller or therebythe Members, as applicable: (ai) does or will do not require the consent of or notice to any governmental or regulatory authority or any other third Partyparty; (bii) does will not conflict with any provision of organizational documents (including certificate or will violate any provisions articles of the Buyers' organizational documentsorganization and operating agreement) of Seller; (ciii) does or will violate any applicable law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Entity to which either Buyer is a Party or by which either Buyer is bound; and (d) does or will, either alone or with the giving of notice or the passage of time, or both, not conflict with, result in a breach of, constitute grounds for termination of a default under or result in a breach violation of the termsany law, conditions ordinance, regulation, ruling, judgment, order or provisions ofinjunction of any court or governmental instrumentality to which any Member, or constitute a default under Seller is subject or by which Seller or any indentures, mortgage, lease, loan agreement Member or other any of their assets or properties are bound; (iv) will not conflict with the terms of any agreement, instrument, Contract, license or permit to which either Buyer any Member or Seller is now subjecta party or by which any Member, or Seller or any of their respective properties are bound; and (v) will not create any Encumbrances upon the Assets.

Absence of Conflicting Agreements or Required Consents. Except as set forth in Article 4 with respect to FCC and other governmental consents or as disclosed on Schedule 6.4, neither the The execution, delivery and performance of this Agreement or any other Transaction Document by the Buyers nor the consummation of the transactions contemplated hereby or thereby: Buyer (ai) does or will do not require the consent of consent, approval, authorization, order or other action of, nor any filing with, any third Partyparty, including, without limitation, (A) any party to any contract, loan or credit agreement, instrument, commitment, understanding or other agreement to which Buyer is a party or (B) any court, administrative agency or other governmental authority; (bii) does or will not violate any provisions of the Buyers' organizational documentsArticles of Incorporation or Bylaws of Buyer; (ciii) does or will not violate any applicable law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Entity governmental authority applicable to which either Buyer is a Party or by which either Buyer is boundBuyer; and (div) does or willwill not, either alone or with the giving of notice or the passage of time, time or both, conflict with, constitute grounds for termination of or of, result in a breach of the terms, conditions or provisions of, or constitute a default under under, any indentures, mortgage, lease, loan agreement or other agreement, instrument, Contract, license or permit that is individually or in the aggregate material to the transactions contemplated hereby and to which either Buyer is now subject.

Absence of Conflicting Agreements or Required Consents. Except as set forth in Article 4 with respect to FCC and other governmental consents or and except as disclosed set forth on Schedule 6.47.3, neither the execution, delivery and ------------- performance of this Agreement or any other Transaction Document by the Buyers nor and the consummation of the transactions contemplated hereby or thereby: by Seller (a) does or do not and will not require the consent of any third Partyparty; (b) does or do not and will not violate any provisions of the Buyers' organizational documents; Seller's limited partnership agreement (c) does or do not and will not violate any applicable law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Entity governmental authority to which either Buyer Seller is a Party party or by which either Buyer is it or the Station Assets are bound; and (d) does or willdo not and will not, either alone or with the giving of notice or the passage of time, or both, conflict with, constitute grounds for termination of or result in a breach of the terms, conditions or provisions of, or constitute a default under any indenturesLease, mortgage, lease, loan agreement or other agreement, instrument, Contract, license or permit to which either Buyer is Seller or the Station Assets are now subject; and (e) do not and will not result in the creation of any lien, charge or encumbrance on any of the Station Assets.

Absence of Conflicting Agreements or Required Consents. Except as set forth in Article 4 with respect to FCC and other governmental consents or as disclosed on Schedule 6.4the Seller Disclosure Schedule, neither the execution, delivery and performance of this Agreement or any other Transaction Document by the Buyers nor the consummation Sellers, PRI and NCL of the transactions contemplated hereby Acquisition Documents to be executed and delivered by the Sellers, PRI or therebyNCL: (ai) does or will not require the consent of or notice to any governmental or regulatory authority or any other third Partyparty; (bii) does will not conflict with any provision of organizational documents (including certificate or will violate any provisions articles of the Buyers' organizational documentsincorporation and bylaws) of PRI or NCL; (ciii) does will not conflict with or will violate result in a violation of any applicable law, ordinance, regulation, ruling, judgment, order, injunction, decree, rule, regulation order or ruling injunction of any Governmental Entity court or governmental instrumentality to which either Buyer any Seller, PRI or NCL is a Party subject or by which either Buyer is Sellers, PRI or NCL or any of their assets or properties are bound; and (div) does or will, either alone or with the giving of notice or the passage of time, or both, will not conflict with, constitute grounds for termination of or of, result in a breach of the terms, conditions or provisions of, or constitute a default under under, require any indenturesnotice under, mortgage, lease, loan agreement or other accelerate or permit the acceleration of any performance required by the terms of any agreement, instrument, Contract, license or permit to which either Buyer is now subject.any Seller, PRI or NCL

Absence of Conflicting Agreements or Required Consents. Except as set forth in Article 4 with respect to FCC and other governmental consents or and/or as disclosed on Schedule 6.47.3, neither the execution, delivery and performance of this Agreement or any other Transaction Document by the Buyers nor and the consummation of the transactions contemplated hereby or thereby: by Seller (a) does or do not and will not require the consent of any third Partyparty; (b) does or do not and will not violate any provisions of the Buyers' Seller’s organizational documents; (c) does or do not and will not violate any applicable law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Entity to which either Buyer is a Party governmental authority binding upon Seller or its assets or by which either Buyer is it or the Station Assets are bound; and (d) does or willdo not and will not, either alone or with the giving of notice or the passage of time, or both, conflict with, constitute grounds for termination of or result in a breach of the terms, conditions or provisions of, or constitute a default under any indentures, mortgage, lease, loan agreement or other contract, agreement, instrument, Contract, license or permit to which either Buyer is Seller or the Station Assets are now subject; and (e) do not and will not result in the creation of any lien, charge or encumbrance on any of the Station Assets.