APPLICATION FOR FCC CONSENT; HSR ACT NOTIFICATION Sample Clauses

APPLICATION FOR FCC CONSENT; HSR ACT NOTIFICATION. (a) As promptly as practicable and no later than ten (10) business days following execution of this Agreement, the Sellers and Buyer shall file an application with the FCC requesting the FCC's consent to the transfer of the NST Venture Interest and the Shares to Buyer (the "FCC APPLICATION"). The parties will use their reasonable best efforts to prosecute the FCC Application diligently and expeditiously to a favorable conclusion (provided that the parties shall not be obligated to participate in any evidentiary hearing at the FCC or to make any payments to the FCC in connection with this transaction other than filing fees). The Sellers and Buyer mutually agree to provide (and each Seller agrees to cause Harriscope and the Joint Venture to provide) whatever additional information the FCC may request in processing the FCC Application, and to furnish such information within the time established by the FCC in its request and any reasonable and necessary extension thereof, and otherwise to cooperate in the filing and processing of the FCC Application.
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APPLICATION FOR FCC CONSENT; HSR ACT NOTIFICATION. (a) As promptly as practicable and no later than ten (10) business days following execution of this Agreement, the Sellers and Buyer shall file an application with the FCC requesting the FCC's consent to the transfer of the NST Venture Interest and the Shares to Buyer (the "FCC Application"). The parties will use their reasonable best efforts to prosecute the FCC Application diligently and expeditiously to a favorable conclusion (provided that the parties shall not be obligated to participate in any evidentiary hearing at the FCC or to make any payments to the FCC in connection with this transaction other than filing fees). The Sellers and Buyer mutually agree to provide (and each Seller agrees to cause Harriscope and the Joint Venture to provide) whatever additional information the FCC may request in processing the FCC Application, and to furnish such information within the time established by the FCC in its request and any reasonable and necessary extension thereof, and otherwise to cooperate in the filing and processing of the FCC Application. (b) As promptly as practicable and no later than fifteen (15) days following execution of this Agreement, the Sellers and Buyer shall file all required notifications and documentation (other than information required pursuant to any "second request", which will be filed promptly if required) required by the HSR Act (the "HSR Notifications"). The parties will use their respective reasonable best efforts to prosecute the HSR Notifications diligently and expeditiously to a favorable conclusion. The Sellers and Buyer mutually agree to provide (and each Seller agrees to cause Harriscope and the Joint Venture to provide) timely whatever additional information the appropriate regulatory authorities may request in processing the HSR Notifications, and otherwise to cooperate in the filing and processing of the HSR Notifications. 2 Inspection of the Station; Engineering Inspection Upon reasonable advance notice, Buyer and Buyer's representatives may make, during normal business hours, such investigation of the Joint Venture's and Harriscope's properties, books, records, contracts, commitments, facilities, premises and Assets, including the Station, as they deem necessary or advisable to familiarize themselves with such matters. All requests made by Buyer's representatives in connection with any such investigation shall be made to a single representative designated by the Sellers. Buyer's representatives shall have reasonabl...
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Related to APPLICATION FOR FCC CONSENT; HSR ACT NOTIFICATION

  • HSR Act Notification To the extent required by the HSR Act, the Company shall, to the extent it has not already done so, (a) use all commercially reasonable efforts to file or cause to be filed, as promptly as practicable after the execution and delivery of this Agreement, with the United States Federal Trade Commission and the Antitrust Division of the United States Department of Justice, all reports and other documents required to be filed by it under the HSR Act concerning the transactions contemplated hereby and (b) use all commercially reasonable efforts to promptly comply with or cause to be complied with any requests by the United States Federal Trade Commission or the Antitrust Division of the United States Department of Justice for additional information concerning such transactions, in each case so that the waiting period applicable to this Agreement and the transactions contemplated hereby under the HSR Act shall expire as soon as practicable after the execution and delivery of this Agreement. The Company agrees to request, and to cooperate with the Purchasers in requesting, early termination of any applicable waiting period under the HSR Act.

  • Antitrust Notification If the Holder determines, in its sole judgment upon the advice of counsel, that the issuance of any Warrant Shares pursuant to the terms hereof would be subject to the provisions of the Hxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the “HSR Act”), the Company shall file as soon as practicable after the date on which the Company receives notice from the Holder of the applicability of the HSR Act and a request to so file with the United States Federal Trade Commission and the United States Department of Justice the notification and report form required to be filed by it pursuant to the HSR Act in connection with such issuance.

  • HSR Notification As soon as practicable after the execution of this ---------------- Agreement, but in any event no later than 30 days after such execution, Seller and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the "HSR Act"); and each such filing will request early termination of the waiting period imposed by the HSR Act. The parties will use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates, if Buyer determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates having significant assets, net worth, or revenue. Notwithstanding anything to the contrary in this Agreement, if Buyer or Seller, in its sole opinion, considers a request from a governmental agency for additional data and information in connection with the HSR Act to be unduly burdensome, such party may terminate this Agreement by giving written notice to the other. Within 10 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Act.

  • Filings; Consents; Waiting Periods All registrations, filings, applications, notices, covenants, consents, approvals, waivers, authorizations, qualifications and orders required by this Agreement to be filed, made or obtained by Sellers with any Government Authority shall have been filed, made or obtained and copies thereof shall have been delivered to Buyers, and all waiting periods applicable under the HSR Act shall have expired or been terminated.

  • Required Notifications Each Grantor shall promptly notify the Administrative Agent, in writing, of: (i) any Lien (other than Permitted Liens) on any of the Collateral which would adversely affect the ability of the Administrative Agent to exercise any of its remedies hereunder and (ii) the occurrence of any other event which could reasonably be expected to have a material impairment on the aggregate value of the Collateral or on the security interests created hereby.

  • Antitrust Approval The Company and the Purchaser acknowledge that one or more filings under the HSR Act or foreign antitrust laws may be necessary in connection with the issuance of shares of Company Common Stock upon conversion of the Notes. The Purchaser will promptly notify the Company if any such filing is required on the part of the Purchaser. To the extent reasonably requested, the Company, the Purchaser and any other applicable Affiliate of the Purchaser will use reasonable efforts to cooperate in timely making or causing to be made all applications and filings under the HSR Act or any foreign antitrust requirements in connection with the issuance of shares of Company Common Stock upon conversion of Notes held by the Purchaser or any Affiliate of the Purchaser in a timely manner and as required by the law of the applicable jurisdiction; provided that, notwithstanding anything in this Agreement to the contrary, the Company shall not have any responsibility or liability for failure of Purchaser or any of its Affiliates to comply with any applicable law. For as long as there are Notes outstanding and owned by Purchaser or its Affiliates, the Company shall as promptly as reasonably practicable provide (no more than four (4) times per calendar year) such information regarding the Company and its Subsidiaries as the Purchaser may reasonably request in order to determine what foreign antitrust requirements may exist with respect to any potential conversion of the Notes. The Purchaser shall be responsible for the payment of the filing fees associated with any such applications or filings.

  • FCC Application (a) The assignment of the FCC Licenses as contemplated by this Agreement is subject to the prior consent and approval of the FCC. Between the date of this Agreement and the Closing, Buyer shall not directly or indirectly control the operation of the Station.

  • Prior Notification Unless specifically prohibited by applicable law or court order, each of the Banks and the Agent shall, prior to disclosure thereof, notify the Borrower of any request for disclosure of any such non-public information by any governmental agency or representative thereof (other than any such request in connection with an examination of the financial condition of such Bank by such governmental agency) or pursuant to legal process.

  • Authorization, Approval, etc No authorization, approval, or other action by, and no notice to or filing with, any governmental authority, regulatory body or any other Person is required either

  • HSR Act Compliance All waiting periods under the HSR Act ------------------ applicable to this Agreement or the transaction contemplated hereby shall have expired or been terminated.

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