Cable Television Business Sample Clauses

Cable Television Business. Without limiting the foregoing, the Sellers hereby expressly represent and warrant, with respect to all of the Company's cable television ("CATV") business, that except as set forth on Schedule 2.26 hereto: (i) each CATV system operated by the Company is in full compliance with all of the material requirements of its current franchise; (ii) no franchise authority has notified the Company that any existing CATV system operated by the Company is in violation of any of the terms of its present franchise, or that the quality of service provided with respect to such CATV system has not been reasonable; (iii) the Company has not received notice or any form of correspondence from or on behalf of the FCC regarding failure to properly file FCC Form 320 signal leakage reports with respect to any CATV system operated by the Company; (iv) all of the CATV systems operated by the Company are in full compliance with the FCC's aeronautical band usage notice requirements; have filed complete and correct FCC Form 320 signal leakage reports for each year in which such report was required, including, without way of limitation, the years 1998, 1997, 1996 and 1995; are in full compliance and shall remain in full compliance through the Closing with all applicable FCC signal leakage standards and requirements; (v) the Company's semi-annual Copyright Statements of Account for 1995, 1996, 1997, 1998 and 1999 (the February filing) have all been filed in a timely fashion, and all appropriate royalty fees (as well as all interest penalties) have been properly computed and paid; (vi) All of the CATV systems operated by the Company are in substantial compliance with any and all "must carry" and or "retransmission consent" requirements pursuant to the 1992 Cable Act and/or applicable FCC rules and regulations, and there are no lawsuits, FCC complaints or other proceedings pending, or, to the Seller's knowledge, threatened or likely to be initiated against any such CATV system with respect to alleged violations of such requirements; and (vii) with respect to each CATV system operated by the Company which currently serves one thousand (1,000) or more subscribers, all technical tests required by the FCC for such system have been performed, and such CATV system is in substantial compliance with all applicable technical standards and requirements.
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