Common use of Absence of Litigation; Compliance with Laws Clause in Contracts

Absence of Litigation; Compliance with Laws. (a) No Proceeding is pending or, to the knowledge of the GE Entities, threatened that seeks to, or would reasonably be expected to, materially impair or delay the ability of the GE Entities to consummate the transactions contemplated by, or to perform their respective obligations under, this Agreement and the Ancillary Agreements. (b) None of the GE Entities is in violation of any Laws or Judgments applicable to it or by which any of its material assets is bound or affected, except for violations the existence of which would not reasonably be expected to materially impair or delay the ability of the GE Entities to consummate the transactions contemplated by, or to perform its obligations under, this Agreement or the Ancillary Agreements. (c) The GE Entities are legally, financially and otherwise qualified to have an ownership interest in an FCC licensee, to control a company that acquires, owns and operates the AMC-23 Transferred Assets and to otherwise perform their obligations under this Agreement and the Ancillary Agreements.