Common use of Amendments and Other Documents Clause in Contracts

Amendments and Other Documents. (a) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, (i) modify, change, consent to, waive any provision with respect to, or otherwise not comply with or effectuate any change to, any Sharing Arrangement with a Shared Services Party, except (1) any immaterial clarifying amendment correcting an error, and (2) any amendment requested or required by a Governmental Authority and so long as, in each case, no consent fee is payable in connection therewith, (ii) allow any Sharing Arrangement with a Shared Services Party to lapse, expire or terminate, or otherwise not be in full force and effect against any party thereto, except to the extent any television station owned by a Shared Services Party is sold in accordance with the terms hereof and the other Loan Documents and of the Nexstar Credit Agreement and the other Nexstar Loan Documents, or (iii) permit, allow or suffer to exist any Sharing Arrangement with a Shared Services Party not being subject to a Lien and security interest on behalf of the Secured Parties to secure the Obligations. (b) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, (i) modify, change, consent to, waive any provision with respect to, or otherwise not comply with or effectuate any change to, any written agreement between or among the Borrower and the Nexstar Borrower, or any Nexstar Entity and any Mission Entity, including, without limitation, the Nexstar/Mission Agreements, except (1) any immaterial clarifying amendment correcting an error and (2) any amendment requested or required by a Governmental Authority and so long as, in each case, no consent fee is payable in connection therewith, (ii) allow any Nexstar/Mission Agreement to lapse, expire or terminate, or otherwise not be in full force and effect against any party thereto, except to the extent any television station owned by the Nexstar Borrower is sold in accordance with the terms hereof and of the Nexstar Credit Agreement and the other Nexstar Loan Documents, (iii) permit, allow or suffer to exist any Nexstar/Mission Agreement then in effect not being subject to a Lien and security interest on behalf of the Secured Parties to secure the Obligations or (iv) enter into any other agreement or other transaction between any Nexstar Entity and any Mission Entity except to the extent such agreement or transaction is in the ordinary course of business and is in each case on terms not less favorable to the Nexstar Entities and the Mission Entities than are obtainable in an arm’s length third party transaction, except, in each case, the Nexstar/Mission Agreements set forth on Schedule 1.01(a). (c) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, modify, change, consent to, waive any provision with respect to, or otherwise not comply or effectuate any change to, any loan document entered into by any Nexstar Entity or Mission Entity that (i) increases the maximum principal amount of the obligations, the stated rate of interest or the amount of any fees or any other amounts (including expenses) due thereunder (including, without limitation, any change in the method for determining the stated rate of interest or the amount of any fees due thereunder), (ii) changes to an earlier date any date upon which payments of principal, interest, fees, expenses or any other amounts are due thereunder, (iii) adds, removes or changes any default or covenant which would have the effect of making the defaults or covenants therein more restrictive, when taken as whole, on any Nexstar Entity or Mission Entity, (iv) changes or amends any other term or provision if such change or amendment would result in a Default or an Event of Default hereunder or (v) would otherwise be material and adverse to the rights and interests of the Administrative Agent and the Lenders, in each case, without the prior written consent of the Administrative Agent.

Appears in 4 contracts

Samples: Credit Agreement (Mission Broadcasting Inc), Credit Agreement (Nexstar Broadcasting Group Inc), Credit Agreement (Mission Broadcasting Inc)

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Amendments and Other Documents. (a) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, (i) modify, change, consent to, waive any provision with respect to, or otherwise not comply with or effectuate any change to, any Sharing Arrangement with a Shared Services Party, except (1) any immaterial clarifying amendment correcting an error, and (2) any amendment requested or required by a Governmental Authority and so long as, in each case, no consent fee is payable in connection therewith, (ii) allow any Sharing Arrangement with a Shared Services Party to lapse, expire or terminate, or otherwise not be in full force and effect against any party thereto, except to the extent any television station owned by a Shared Services Party is sold in accordance with the terms hereof and the other Loan Documents and of the Nexstar Mission Credit Agreement and the other Nexstar Mission Loan Documents, or (iii) permit, allow or suffer to exist any Sharing Arrangement with a Shared Services Party not being subject to a Lien and security interest on behalf of the Secured Parties to secure the Obligations. (b) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, (i) modify, change, consent to, waive any provision with respect to, or otherwise not comply with or effectuate any change to, any written agreement between or among the Borrower and the Nexstar Mission Borrower, or any Nexstar Entity and any Mission Entity, including, without limitation, the Nexstar/Mission Agreements, except (1) any immaterial clarifying amendment correcting an error and (2) any amendment requested or required by a Governmental Authority and so long as, in each case, no consent fee is payable in connection therewith, (ii) allow any Nexstar/Mission Agreement to lapse, expire or terminate, or otherwise not be in full force and effect against any party thereto, except to the extent any television station owned by the Nexstar Mission Borrower is sold in accordance with the terms hereof and of the Nexstar Mission Credit Agreement and the other Nexstar Mission Loan Documents, (iii) permit, allow or suffer to exist any Nexstar/Mission Agreement then in effect not being subject to a Lien and security interest on behalf of the Secured Parties to secure the Obligations or (iv) enter into any other agreement or other transaction between any Nexstar Entity and any Mission Entity except to the extent such agreement or transaction is in the ordinary course of business and is in each case on terms not less favorable to the Nexstar Entities and the Mission Entities than are obtainable in an arm’s length third party transaction, except, in each case, the Nexstar/Mission Agreements set forth on Schedule 1.01(a). (c) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, modify, change, consent to, waive any provision with respect to, or otherwise not comply or effectuate any change to, any loan document entered into by any Nexstar Entity or Mission Entity or a Shared Services Party or its Affiliates or Subsidiaries in connection with a Shared Services Party Credit Facility that (i) increases the maximum principal amount of the obligations, the stated rate of interest or the amount of any fees or any other amounts (including expenses) due thereunder (including, without limitation, any change in the method for determining the stated rate of interest or the amount of any fees due thereunder), (ii) changes to an earlier date any date upon which payments of principal, interest, fees, expenses or any other amounts are due thereunder, (iii) adds, removes adds or changes any default or covenant which would have the effect of making the defaults or covenants therein more restrictive, when taken as whole, on any Nexstar Entity or Mission Entity, (iv) removes or changes any default or covenant which would have the effect of making the defaults or covenants therein less restrictive, when taken as a whole, on any Shared Services Party or its Affiliates or Subsidiaries, (v) changes or amends any other term or provision if such change or amendment would result in a Default or an Event of Default hereunder hereunder, (vi) changes or adds any redemption, prepayment or any other provision that would obligate any Shared Services Party or its respective Affiliates or Subsidiaries to make any payment not required by, or in an amount in excess of the amounts set forth in, such documents as of the closing date of such Shared Services Party Credit Facility or (vvii) would otherwise be material and adverse to the rights and interests of the Administrative Agent and the Lenders, in each case, without the prior written consent of the Administrative Agent.

Appears in 4 contracts

Samples: Credit Agreement (Mission Broadcasting Inc), Credit Agreement (Nexstar Broadcasting Group Inc), Credit Agreement (Nexstar Broadcasting Group Inc)

Amendments and Other Documents. (a) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, (i) modify, change, consent to, waive any provision with respect to, or otherwise not comply with or effectuate any change to, any Sharing Arrangement with a Shared Services Party, except (1) any immaterial clarifying amendment correcting an error, and (2) any amendment requested or required by a Governmental Authority and so long as, in each case, no consent fee is payable in connection therewith, (ii) allow any Sharing Arrangement with a Shared Services Party to lapse, expire or terminate, or otherwise not be in full force and effect against any party thereto, except to the extent any television station owned by a Shared Services Party is sold in accordance with the terms hereof and the other Loan Documents and of the Nexstar Credit Agreement and the other Nexstar Loan Documents, or (iii) permit, allow or suffer to exist any Sharing Arrangement with a Shared Services Party not being subject to a Lien and security interest on behalf of the Secured Parties to secure the Obligations. (b) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, (i) modify, change, consent to, waive any provision with respect to, or otherwise not comply with or effectuate any change to, any written agreement between or among the Borrower and the Nexstar Borrower, or any Nexstar Entity and any Mission Entity, including, without limitation, the Nexstar/Mission Agreements, except (1) any immaterial clarifying amendment correcting an error and (2) any amendment requested or required by a Governmental Authority and so long as, in each case, no consent fee is payable in connection therewith, (ii) allow any Nexstar/Mission Agreement to lapse, expire or terminate, or otherwise not be in full force and effect against any party thereto, except to the extent any television station owned by the Nexstar Borrower is sold in accordance with the terms hereof and of the Nexstar Credit Agreement and the other Nexstar Loan Documents, (iii) permit, allow or suffer to exist any Nexstar/Mission Agreement then in effect not being subject to a Lien and security interest on behalf of the Secured Parties to secure the Obligations or (iv) enter into any other agreement or other transaction between any Nexstar Entity and any Mission Entity except to the extent such agreement or transaction is in the ordinary course of business and is in each case on terms not less favorable to the Nexstar Entities and the Mission Entities than are obtainable in an arm’s 's length third party transaction, except, in each case, the Nexstar/Mission Agreements set forth on Schedule 1.01(a). (c) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, modify, change, consent to, waive any provision with respect to, or otherwise not comply or effectuate any change to, any loan document entered into by any Nexstar Entity or Mission Entity that (i) increases the maximum principal amount of the obligations, the stated rate of interest or the amount of any fees or any other amounts (including expenses) due thereunder (including, without limitation, any change in the method for determining the stated rate of interest or the amount of any fees due thereunder), (ii) changes to an earlier date any date upon which payments of principal, interest, fees, expenses or any other amounts are due thereunder, (iii) adds, removes or changes any default or covenant which would have the effect of making the defaults or covenants therein more restrictive, when taken as whole, on any Nexstar Entity or Mission Entity, (iv) changes or amends any other term or provision if such change or amendment would result in a Default or an Event of Default hereunder or (v) would otherwise be material and adverse to the rights and interests of the Administrative Agent and the Lenders, in each case, without the prior written consent of the Administrative Agent.

Appears in 2 contracts

Samples: Credit Agreement (Nexstar Broadcasting Group Inc), Credit Agreement (Nexstar Broadcasting Group Inc)

Amendments and Other Documents. (a) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, (i) modify, change, consent to, waive any provision with respect to, or otherwise not comply with or effectuate any change to, any Sharing Arrangement with a Shared Services Party, except (1) any immaterial clarifying amendment correcting an error, and (2) any amendment requested or required by a Governmental Authority and so long as, in each case, no consent fee is payable in connection therewith, (ii) allow any Sharing Arrangement with a Shared Services Party to lapse, expire or terminate, or otherwise not be in full force and effect against any party thereto, except to the extent any television station owned by a Shared Services Party is sold in accordance with the terms hereof and the other Loan Documents and of the Nexstar Mission Credit Agreement and the other Nexstar Mission Loan Documents, or (iii) permit, allow or suffer to exist any Sharing Arrangement with a Shared Services Party not being subject to a Lien and security interest on behalf of the Secured Parties to secure the Obligations. (b) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, (i) modify, change, consent to, waive any provision with respect to, or otherwise not comply with or effectuate any change to, any written agreement between or among the Borrower and the Nexstar Mission Borrower, or any Nexstar Entity and any Mission Entity, including, without limitation, the Nexstar/Mission Agreements, except (1) any immaterial clarifying amendment correcting an error and (2) any amendment requested or required by a Governmental Authority and so long as, in each case, no consent fee is payable in connection therewith, (ii) allow any Nexstar/Mission Agreement to lapse, expire or terminate, or otherwise not be in full force and effect against any party thereto, except to the extent any television station owned by the Nexstar Mission Borrower is sold in accordance with the terms hereof and of the Nexstar Mission Credit Agreement and the other Nexstar Mission Loan Documents, (iii) permit, allow or suffer to exist any Nexstar/Mission Agreement then in effect not being subject to a Lien and security interest on behalf of the Secured Parties to secure the Obligations or (iv) enter into any other agreement or other transaction between any Nexstar Entity and any Mission Entity except to the extent such agreement or transaction is in the ordinary course of business and is in each case on terms not less favorable to the Nexstar Entities and the Mission Entities than are obtainable in an arm’s 's length third party transaction, except, in each case, the Nexstar/Mission Agreements set forth on Schedule 1.01(a). (c) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Entity, or any Affiliate to, modify, change, consent to, waive any provision with respect to, or otherwise not comply or effectuate any change to, any loan document entered into by any Nexstar Entity or Mission Entity or a Shared Services Party or its Affiliates or Subsidiaries in connection with a Shared Services Party Credit Facility that (i) increases the maximum principal amount of the obligations, the stated rate of interest or the amount of any fees or any other amounts (including expenses) due thereunder (including, without limitation, any change in the method for determining the stated rate of interest or the amount of any fees due thereunder), (ii) changes to an earlier date any date upon which payments of principal, interest, fees, expenses or any other amounts are due thereunder, (iii) adds, removes adds or changes any default or covenant which would have the effect of making the defaults or covenants therein more restrictive, when taken as whole, on any Nexstar Entity or Mission Entity, (iv) removes or changes any default or covenant which would have the effect of making the defaults or covenants therein less restrictive, when taken as a whole, on any Shared Services Party or its Affiliates or Subsidiaries, (v) changes or amends any other term or provision if such change or amendment would result in a Default or an Event of Default hereunder hereunder, (vi) changes or adds any redemption, prepayment or any other provision that would obligate any Shared Services Party or its respective Affiliates or Subsidiaries to make any payment not required by, or in an amount in excess of the amounts set forth in, such documents as of the closing date of such Shared Services Party Credit Facility or (vvii) would otherwise be material and adverse to the rights and interests of the Administrative Agent and the Lenders, in each case, without the prior written consent of the Administrative Agent.

Appears in 2 contracts

Samples: Credit Agreement (Nexstar Broadcasting Group Inc), Credit Agreement (Nexstar Broadcasting Group Inc)

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Amendments and Other Documents. (a) The Borrower shall not, and shall not permit any Xxxxxxxx Entity, Nexstar Entity or Mission Entity, or any Affiliate of their Affiliates to, (i) modify, change, consent to, waive any provision with respect to, or otherwise not comply with or effectuate any change to, any Sharing Arrangement with a Shared Services Party, except (1) any immaterial clarifying amendment correcting an error, and (2) any amendment requested or required by a Governmental Authority and so long as, in each case, no consent fee is payable in connection therewith, (ii) allow any Sharing Arrangement with a Shared Services Party to lapse, expire or terminate, or otherwise not be in full force and effect against any party thereto, except to the extent any television station owned by a Shared Services Party is sold in accordance with the terms hereof and the other Loan Documents Documents, and of the Nexstar Credit Agreement and the other Nexstar Loan Documents and of the Mission Credit Agreement and the other Mission Loan Documents, or (iii) permit, allow or suffer to exist any Sharing Arrangement with to which the Borrower is a Shared Services Party not being subject to a Lien and security interest on behalf of party other than the Secured Parties to secure the ObligationsNexstar/Xxxxxxxx Agreements. (b) The Borrower shall not, and shall not permit any Nexstar Xxxxxxxx Entity or Mission Nexstar Entity, or any Affiliate of their Affiliates to, (i) modify, change, consent to, waive any provision with respect to, or otherwise not comply with or effectuate any change to, any written agreement between or among the Borrower and the Nexstar Borrower, or any Nexstar Entity and any Mission Xxxxxxxx Entity, including, without limitation, the Nexstar/Mission Xxxxxxxx Agreements, except (1) any immaterial clarifying amendment correcting an error and (2) any amendment requested or required by a Governmental Authority and so long as, in each case, no consent fee is payable in connection therewith, (ii) allow any Nexstar/Mission Xxxxxxxx Agreement to lapse, expire or terminate, or otherwise not be in full force and effect against any party thereto, except to the extent any television station owned by the Nexstar Borrower is sold in accordance with the terms hereof and of the Nexstar Credit Agreement and the other Nexstar Loan Documents, (iii) permit, allow or suffer to exist any Nexstar/Mission Xxxxxxxx Agreement then in effect not being subject to a Lien and security interest on behalf of the Secured Parties to secure the Obligations Obligations, or (iv) enter into any other agreement or other transaction between any Nexstar Entity and Entity, any Mission Entity or any Xxxxxxxx Entity except to the extent such agreement or transaction is in the ordinary course of business and is in each case on terms not less favorable to the Nexstar Entities and Entities, the Mission Entities and/or the Xxxxxxxx Entities, as applicable, than are obtainable in an arm’s 's length third party transaction, except, in each case, the Nexstar/Mission Xxxxxxxx Agreements set forth on Schedule 1.01(a). (c) The Borrower shall not, and shall not permit any Nexstar Entity or Mission Xxxxxxxx Entity, or any Affiliate of their Affiliates to, modify, change, consent to, waive any provision with respect to, or otherwise not comply or effectuate any change to, any loan document entered into by any Nexstar Entity or Mission Xxxxxxxx Entity that (i) increases the maximum principal amount of the obligations, the stated rate of interest or the amount of any fees or any other amounts (including expenses) due thereunder (including, without limitation, any change in the method for determining the stated rate of interest or the amount of any fees due thereunder), (ii) changes to an earlier date any date upon which payments of principal, interest, fees, expenses or any other amounts are due thereunder, (iii) adds, removes or changes any default or covenant which would have the effect of making the defaults or covenants therein more restrictive, when taken as whole, on any Nexstar Entity or Mission Xxxxxxxx Entity, (iv) changes or amends any other term or provision if such change or amendment would result in a Default or an Event of Default hereunder or (v) would otherwise be material and adverse to the rights and interests of the Administrative Agent and the Lenders, in each case, without the prior written consent of the Administrative Agent.

Appears in 1 contract

Samples: Credit Agreement (Nexstar Broadcasting Group Inc)

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