Common use of Applications for Assignment of Contracts or CATV Instruments Clause in Contracts

Applications for Assignment of Contracts or CATV Instruments. In order to secure requisite consents or approvals of the transfer of control to Buyer of any Contracts or CATV Instruments, Buyer (with respect to CATV Instruments) and Midwest (with respect to Contracts) shall proceed as promptly as practicable and in good faith and using reasonable commercial efforts, to prepare, file and prosecute such application or applications as may be necessary to obtain each such consent or approval. Buyer and Midwest shall use reasonable commercial efforts to promptly assist each other and shall take such prompt and affirmative actions as may be reasonably necessary in obtaining such approvals and shall cooperate with each other in the preparation, filing and prosecution of such applications as may be reasonably necessary, and agree to furnish all information required by the approving entity, and to be represented at such meetings or hearings as may be scheduled to consider such applications. Without limiting in any respect the foregoing, each party agrees to file mutually acceptable applications to all appropriate Governmental Authorities for all consents or approvals required to consummate the transactions hereunder within 45 days after the date of this Agreement. Buyer further agrees that it will not, without the prior written consent of Holdings, take any action to amend or that would amend or modify any application filed as provided in this Section 9.03 after the date that such application is accepted as complete. In the event that Buyer amends or modifies any such application for transfer of control of any Contracts or CATV Instruments without Holdings prior written consent, and the approval period for such transfer is extended by any such Governmental Authority or other third party, then Holdings may (if it so elects) (i) extend the Outside Date in Section 12.01 to a date that will give effect to any resulting delay or (ii) terminate this Agreement under Section 12.02

Applications for Assignment of Contracts or CATV Instruments. In order to secure requisite consents or approvals of the transfer of control to Buyer of any Contracts or CATV Instruments, Buyer (with respect to CATV Instruments) and Midwest the Sellers (with respect to Contracts) shall proceed as promptly as practicable and in good faith and using reasonable commercial efforts, to prepare, file and prosecute such application or applications as may be necessary to obtain each such consent or approval. Buyer and Midwest the Sellers shall use reasonable commercial efforts to promptly assist each other and shall take such prompt and affirmative actions as may be reasonably necessary in obtaining such approvals and shall cooperate with each other in the preparation, filing and prosecution of such applications as may be reasonably necessary, and agree to furnish all information required by the approving entity, and to be represented at such meetings or hearings as may be scheduled to consider such applications. Without limiting in any respect the foregoing, each party agrees to file mutually acceptable applications to all appropriate Governmental Authorities for all consents or approvals required to consummate the transactions hereunder within 45 days after the date of this Agreement. Buyer further agrees that it will not, without the prior written consent of Holdingsthe Sellers, take any action to amend or that would amend or modify any application filed as provided in this Section 9.03 after the date that such application is accepted as complete. In the event that Buyer amends or modifies any such application for transfer of control of any Contracts or CATV Instruments without Holdings the Sellers prior written consent, and the approval period for such transfer is extended by any such Governmental Authority or other third party, then Holdings the Sellers may (if it they so electselect) (i) extend the Outside Date in Section 12.01 to a date that will give effect to any resulting delay or (ii) terminate this Agreement under Section 12.02

Applications for Assignment of Contracts or CATV Instruments. In order to secure requisite consents or approvals of the transfer of control to Buyer of any Contracts or CATV Instruments, Buyer (with respect to CATV Instruments) and Midwest (with respect to Contracts) Seller shall proceed as promptly as practicable and in good faith and using reasonable commercial efforts, to prepare, file and prosecute such application or applications as may be necessary to obtain each such consent or approval. Buyer and Midwest Seller shall use reasonable commercial efforts to promptly assist each other and shall take such prompt and affirmative actions as may be reasonably necessary in obtaining such approvals and shall cooperate with each other in the preparation, filing and prosecution of such applications as may be reasonably necessary, and agree to furnish all information required by the approving entity, and to be represented at such meetings or hearings as may be scheduled to consider such applications. Without limiting in any respect the foregoing, each party agrees to file mutually acceptable applications to all appropriate Governmental Authorities for all consents or approvals required to consummate the transactions hereunder within 45 forty-five (45) days after the date of this Agreement. Buyer further agrees that it will not, without the prior written consent of Holdings, take any action to amend or that would amend or modify any application filed as provided in this Section 9.03 after the date that such application is accepted as complete. In the event that Buyer amends or modifies any such application for transfer of control of any Contracts or CATV Instruments without Holdings prior written consent, and the approval period for such transfer is extended by any such Governmental Authority or other third partyparty to a date beyond the Outside Date, then Holdings Seller may (if it so elects) (i) extend the Outside Date in Section 12.01 to a date that will give effect to any resulting delay delay. "Reasonable commercial efforts" for this purpose shall not require any change in any CATV Instrument or (ii) terminate this Agreement under Section 12.02Contract as a condition to obtaining any Consent, the effect of which is to make such CATV Instrument or Contract more burdensome, or otherwise to undertake extraordinary or unreasonable measures to obtain such approvals and consents, including, without limitation, the initiation or prosecution of legal proceedings or the payment of fees in excess of normal and usual filing and processing fees.

Applications for Assignment of Contracts or CATV Instruments. In order to secure requisite consents or approvals of the transfer of control to Buyer assignment of any Contracts or CATV InstrumentsInstruments to New LLC, Buyer and the subsequent transfer of control thereof to CCI and the related assignment by CCI to Charter Holdco and a subsidiary thereof (which shall be identified by name in any request for consent or approval), CCI (with respect to CATV Instruments) and Midwest Holdings (with respect to Contracts) shall proceed as promptly as practicable and in good faith and using reasonable commercial efforts, to prepare, file and prosecute such application or applications as may be necessary to obtain each such consent or approval. Buyer CCI and Midwest Holdings shall use reasonable commercial efforts to promptly assist each other and shall take such prompt and affirmative actions as may be reasonably necessary in obtaining such approvals and shall cooperate with each other in the preparation, filing and prosecution of such applications as may be reasonably necessary, and agree to furnish all information required by the approving entity, and agree to (and shall have the right to) be represented at and to participate in such meetings or hearings as may be scheduled to consider such applications. Without limiting in any respect the foregoing, each party agrees to file mutually acceptable applications to all appropriate Governmental Authorities for all consents or approvals required to consummate the transactions hereunder within 45 days after the date of this Agreement. Buyer Each party promptly will inform the other of any material communication from any Governmental Authority with respect to obtaining the consent of a Governmental Authority that is necessary to transfer a franchise included within the CATV Instruments. CCI further agrees that it will not, without the prior written consent of Holdings, take any action to amend or that would amend or modify any application filed as provided in this Section 9.03 after the date that such application is accepted as complete. In the event that Buyer CCI amends or modifies any such application for transfer of control of any Contracts or CATV Instruments without Holdings Holdings' prior written consent, and the approval period for such transfer is extended by any such Governmental Authority or other third party, then Holdings may (if it so elects) (ia) extend the Outside Date in Section 12.01 to a date that will give effect to any resulting delay or (iib) terminate this Agreement under Section 12.02