AFFIRMATIVE COVENANTS OF SELLERS. On and as of the Closing Date and each Purchase Date and until this Agreement is no longer in force with respect to any Transaction:
AFFIRMATIVE COVENANTS OF SELLERS. On and as of the date hereof and each Purchase Date and until this Agreement is no longer in force with respect to any Transaction, each Seller covenants that:
AFFIRMATIVE COVENANTS OF SELLERS. On and as of the Closing Date and until this Agreement is no longer in force with respect to any Transaction:
AFFIRMATIVE COVENANTS OF SELLERS. Between the date of this Agreement and the Closing Date, except as provided in the LMA:
AFFIRMATIVE COVENANTS OF SELLERS. 33 7.4 Pursuit of Consents and Approvals..............................................................34 7.5
AFFIRMATIVE COVENANTS OF SELLERS. Between the date of this Agreement and the Closing Date, except as provided in the LMA: (i) Sellers shall promptly notify Buyers in writing if Sellers have Knowledge prior to Closing of: (1) any representations or warranties contained in Articles 4 or 5 that are no longer true and correct in any material respect or of any fact or condition that would constitute a material breach of any such representation or warranty as of Closing, (2) the occurrence of any event that would require any material changes or amendments to the schedules and exhibits attached to this Agreement, (3) of the occurrence of any event that may make the satisfaction of the conditions in Article 10 impossible or unlikely, or (4) the occurrence of any other event that violates any material covenants, conditions or agreements to be complied with or satisfied by Sellers under this Agreement; provided, however, that no such notice shall qualify or otherwise limit in any way Sellers’ representations, warranties, covenants or agreements herein. (ii) Sellers will use all commercially reasonable efforts to comply in all material respects with all Laws applicable to each Seller’s use of the Assets and operate and maintain the Stations and all operations in material conformity with the FCC Licenses, the Communications Act, and the rules and regulations of the FCC; (iii) Sellers will maintain the Assets in customary repair, maintenance and condition, except for wear and tear incurred in the Ordinary Course of Business, and Sellers will continue to make capital expenditures in the Ordinary Course of Business as contemplated in the current capital expenditure plan of Sellers, if any; (iv) Sellers will use all commercially reasonable efforts to maintain in full force and effect the FCC Licenses relating to the Stations and the Assets and, except as set forth elsewhere in this Agreement, take any action reasonably necessary before the FCC, including the preparation and prosecution of applications for renewal of the FCC Licenses, if necessary, to preserve such licenses in full force and effect in all material respects; (v) Sellers will maintain in full force and effect reasonable property damage and liability insurance on the Assets in at least the amount provided for by the policies currently maintained by Sellers; 21 (vi) Sellers shall conduct the business of the Stations in the Ordinary Course of Business of the Stations; (vii) Sellers shall use commercially reasonable efforts to preserve intact th...
AFFIRMATIVE COVENANTS OF SELLERS. Prior to the Closing Date, unless Buyer otherwise agrees in writing, each Seller will:
AFFIRMATIVE COVENANTS OF SELLERS. Provided that an Event of Default --- ------------------------------------- has not occurred , the Seller hereby grant to Buyer the right of first refusal to obtain an irrevocable, nonexclusive, nontransferable right and license to make, use and sell any new product or products hereafter developed by Xxxxx Xxxxxxxx, Seller or its affiliates under terms and conditions which the parties may agree, to be negotiated in good faith. (c)
AFFIRMATIVE COVENANTS OF SELLERS. (a) From the date hereof and prior to the Closing, unless Buyer has otherwise consented, each Seller will take the following actions with respect to the Business:
