Common use of Certain Regulatory Requirements Clause in Contracts

Certain Regulatory Requirements. Any provision contained herein to the contrary notwithstanding (but without limiting the generality of the provisions of Section 6.14), no action shall be taken hereunder by the Administrative Agent or any Secured Party with respect to any item of Collateral unless and until all applicable requirements (if any) of the FCC under the Communications Act of 1934, as amended, and the respective rules and regulations thereunder and thereof, as well as any other federal, state or local laws, rules and regulations of other regulatory or governmental bodies applicable to or having jurisdiction over the Obligors (or any entity under the control of the Obligors), have been satisfied with respect to such action and there have been obtained such consents, approvals and authorizations (if any) as may be required to be obtained from the FCC and any other governmental authority under the terms of any license or operating right held by the Obligors (or any entity under the control of the Obligors). Without limiting the generality of the foregoing, the Administrative Agent (on behalf of itself and the Secured Parties) hereby agrees that (a) voting and consensual rights in the ownership interest of any Obligor (the "Pledged Interest") will remain with the holders of such voting and consensual rights upon and following the occurrence of an Event of Default unless and until any required prior approvals of the FCC to the transfer of such voting and consensual rights to the Administrative Agent shall have been obtained; (b) upon the occurrence of any Event of Default and foreclosure of the Pledged Interest pursuant to this Agreement there will be either a private or public sale of the Pledged Interests; and (c) prior to the exercise of voting or consensual rights by the purchaser at any such sale, the prior consent of the FCC pursuant to 47 U.S.C. ss.310(d) will be obtained, as well as such licenses, approvals, authorizations and consents as may be required by the U.S. Department of State pursuant to the International Traffic in Arms Regulations and the U.S. Department of Commerce pursuant to the Export Administration Regulations.

Certain Regulatory Requirements. Any provision contained herein to the contrary notwithstanding (but without limiting the generality of the provisions of Section 6.149.2), no action shall be taken hereunder by the Administrative Agent Collateral Trustee or any other Secured Party with respect to any item of Collateral unless and until all applicable requirements (if any) of the FCC under the Communications Act of 1934, as amended, and the respective rules and regulations thereunder and thereof, as well as any other federal, state or local laws, rules and regulations of other regulatory or governmental bodies applicable to or having jurisdiction over the Obligors Grantors (or any entity under the control of the ObligorsGrantors), have been satisfied with respect to such action and there have been obtained such consents, approvals and authorizations (if any) as may be required to be obtained from the FCC and any other governmental authority under the terms of any license or operating right held by the Obligors Grantors (or any entity under the control of the ObligorsGrantors). Without limiting the generality of the foregoing, the Administrative Agent Collateral Trustee (on behalf of itself and the Secured Parties) hereby agrees that that, (a) to the extent required by applicable law, voting and consensual rights in the ownership interest of any Obligor Grantors (the "“Pledged Interest"”) will remain with the holders of such voting and consensual rights upon and following the occurrence of an a Triggering Event of Default unless and until any required prior approvals of the FCC to the transfer of such voting and consensual rights to the Administrative Agent Collateral Trustee shall have been obtained; (b) upon the occurrence of any Triggering Event of Default and foreclosure of the Pledged Interest pursuant to this Agreement there will be either a private or public sale of the Pledged Interests; and (c) prior to the exercise of voting or consensual rights by the purchaser purchaser, to the extent required by applicable law, at any such sale, the prior consent of the FCC pursuant to 47 U.S.C. ss.310(d§ 310(d) will be obtained, as well as such licenses, approvals, authorizations and consents as may be required by the U.S. Department of State pursuant to the International Traffic in Arms Regulations and the U.S. Department of Commerce pursuant to the Export Administration Regulations.

Certain Regulatory Requirements. Any provision contained herein to the contrary notwithstanding (but without limiting the generality of the provisions of Section 6.141.2 of this Exhibit C), no action shall be taken hereunder by the Administrative any Notes Collateral Agent or any Secured Party Holder with respect to any item of Collateral unless and until all applicable requirements (if any) of ISED under the Radiocommunication Act (Canada), as amended, the Canadian Radio-television and Telecommunications Commission (“CRTC”) under the Telecommunications Act (Canada), as amended, the FCC under the Communications Act of 1934, as amended, and the Competition Bureau (the “Competition Bureau”) under the Competition Act (Canada), as amended, and the respective rules and regulations thereunder under and thereof, as well as any other federal, state or local of each of these laws, rules and regulations of other regulatory or governmental bodies applicable to or having jurisdiction over the Obligors (or any entity under the control of the Obligors), have been satisfied with respect to such action and there have been obtained such consents, approvals and authorizations (if any) as may be required to be obtained from ISED, the CRTC, if applicable, the Competition Bureau, if applicable, the FCC and any other governmental authority authority, in each case under the terms of any license or operating right held by the Obligors Grantors (or any entity under the control of the ObligorsGrantors). Without limiting the generality of the foregoing, the Administrative Notes Collateral Agent (on behalf of itself and the Secured PartiesHolders) hereby agrees that (a) to the extent required by applicable law, voting and consensual rights in the ownership interest of any Obligor Grantors (the "“Pledged Interest"”) will remain with the holders of such voting and consensual rights upon and following the occurrence of an Event of Default unless and until any required prior approvals of ISED, the CRTC, the Competition Bureau, if applicable, or the FCC to the transfer of such voting and consensual rights to the Administrative Notes Collateral Agent shall have been obtained; (b) upon the occurrence of any Event of Default and foreclosure of on the Pledged Interest Interests pursuant to this Agreement the Indenture there will be either a private or public sale of the Pledged Interests; and (c) prior to the exercise of voting or consensual rights by the purchaser at any such sale, in each case to the extent required by applicable law, the prior consent of ISED pursuant to the Radiocommunication Act (Canada) will be obtained, the prior consent of the CRTC under the Telecommunications Act will be obtained, and/or the prior consent of the FCC pursuant to 47 U.S.C. ss.310(d§ 310(d) will be obtained, the prior consent of the Competition Bureau under the Competition Act (Canada) will be obtained, if applicable, as well as such licenses, approvals, authorizations and consents as may be required by the U.S. Department of State pursuant to the International Traffic in Arms Regulations and Regulations; the U.S. Department of Commerce pursuant to the Export Administration Regulations; the U.S. Department of Defense pursuant to the National Industrial Security Program issued pursuant to Executive Order 12829; the Committee on Foreign Investment in the United States pursuant to the Exon-Xxxxxx amendment to the Defense Production Act and implementing regulation; the U.S. Department of Treasury pursuant to the Foreign Asset Control Regulations; and the U.S. Department of Justice, the Federal Bureau of Investigation and the U.S. Department of Homeland Security regarding potential national security, law enforcement and public safety issues.

Certain Regulatory Requirements. Any Notwithstanding any contrary provision contained herein to the contrary notwithstanding (but without limiting the generality of the provisions of Section 6.14)in any Basic Document, no action shall be taken hereunder under this Agreement by the Administrative Agent or any Secured Lender Party with respect to any item of Collateral unless and until all applicable requirements (if any) of the FCC under the Communications Act of 1934, as amended, and the respective rules and regulations thereunder and thereof, as well as any other federal, state or local laws, rules and regulations of other regulatory or governmental bodies applicable to or having jurisdiction over the Obligors (or any entity under the control of the Obligors), Regulations have been satisfied with respect to such action and there have been obtained such consents, approvals and authorizations Governmental Approvals (if any) as may be required to be obtained from under the FCC and any other governmental authority Regulations under the terms of any license or operating right held by the Obligors (or any entity under the control of the Obligors)such FCC License. Without limiting the generality of the foregoing, the Administrative Agent (on behalf of itself and the Secured PartiesLenders) hereby agrees that (a) voting and consensual rights in the ownership interest of any Obligor (the "Pledged Interest") Stock Collateral will remain with the holders of such voting and consensual rights Obligor upon and following the occurrence of an Event of Default unless and until any required prior approvals of the FCC to the transfer of such voting and consensual rights to the Administrative Agent shall have been obtained; (b) upon the occurrence of any Event of Default and foreclosure of the Pledged Interest Stock Collateral pursuant to this Agreement there will be either a private or public sale of the Pledged InterestsStock Collateral; and (c) prior to the exercise of voting or consensual rights by the purchaser at any such sale, the prior consent of the FCC pursuant to 47 U.S.C. ss.310(d) will be obtained, as well as such licenses, approvals, authorizations . It is the intention of the parties to this Agreement that the Liens in favor of the Administrative Agent on the Collateral shall in all relevant aspects be subject to and consents as may be required governed by the U.S. Department FCC Regulations and that nothing in this Agreement shall be construed to diminish the control exercised by the Obligor except in accordance with the provisions of State pursuant the FCC Regulations. The Obligor agrees that upon request from time to time by the Administrative Agent it will use its best efforts to obtain any Governmental Approvals referred to in this Section 6.05, including upon any request of the Administrative Agent following an Event of Default, to prepare, sign and file with the FCC (or cause to be prepared signed and filed with the FCC) any application or application for consent to the International Traffic assignment of the FCC Licenses or transfer of control required to be signed by the Obligor or any of its Subsidiaries necessary or appropriate under the FCC Regulations for approval of any sale or transfer of any of the Stock Collateral or the assets of the Obligor or any of its Subsidiaries or any transfer of control in Arms Regulations and the U.S. Department respect of Commerce pursuant to the Export Administration Regulationsany FCC License.

Certain Regulatory Requirements. Any Notwithstanding any contrary provision contained herein to the contrary notwithstanding (but without limiting the generality of the provisions of Section 6.14)in any Loan Document, no action shall be taken hereunder under this Agreement by the Administrative Agent or any other Secured Party with respect to any item of Collateral unless and until all applicable requirements (if any) of the FCC under the Communications Act of 1934, as amended, and the respective rules and regulations thereunder and thereof, as well as any other federal, state or local laws, rules and regulations of other regulatory or governmental bodies applicable to or having jurisdiction over the Obligors (or any entity under the control of the Obligors), Regulations have been satisfied with respect to such action and there have been obtained such consents, approvals and authorizations Governmental Approvals (if any) as may be required to be obtained from under the FCC and any other governmental authority Regulations under the terms of any license or operating right held by the Obligors (or any entity under the control of the Obligors)such FCC License. Without limiting the generality of the foregoing, the Administrative Agent (on behalf of itself and the Secured PartiesLenders) hereby agrees that (a) voting and consensual rights in the ownership interest of any Obligor (the "Pledged Interest") Stock Collateral will remain with the holders of such voting and consensual rights Guarantor upon and following the occurrence of an Event of Default unless and until any required prior approvals of the FCC to the transfer of such voting and consensual rights to the Administrative Agent shall have been obtained; (b) upon the occurrence of any Event of Default and foreclosure of the Pledged Interest Stock Collateral pursuant to this Agreement there will be either a private or public sale of the Pledged InterestsStock Collateral; and (c) prior to the exercise of voting or consensual rights by the purchaser at any such sale, the prior consent of the FCC pursuant to 47 U.S.C. ss.310(d) will be obtained, as well as such licenses, approvals, authorizations . It is the intention of the parties to this Agreement that the Liens in favor of the Administrative Agent on the Collateral shall in all relevant aspects be subject to and consents as may be required governed by the U.S. Department FCC Regulations and that nothing in this Agreement shall be construed to diminish the control exercised by the Guarantor except in accordance with the provisions of State pursuant the FCC Regulations. The Guarantor agrees that upon request from time to time by the Administrative Agent it will use its best efforts to obtain any Governmental Approvals referred to in this Section 6.5, including upon any request of the Administrative Agent following an Event of Default, to prepare, sign and file with the FCC (or cause to be prepared signed and filed with the FCC) any application or application for consent to the International Traffic assignment of the FCC Licenses or transfer of control required to be signed by the Guarantor or any of its Subsidiaries necessary or appropriate under the FCC Regulations for approval of any sale or transfer of any of the Stock Collateral or the assets of the Guarantor or any of its Subsidiaries or any transfer of control in Arms Regulations and the U.S. Department respect of Commerce pursuant to the Export Administration Regulationsany FCC License.

Certain Regulatory Requirements. Any provision contained herein to the contrary notwithstanding (but without limiting the generality of the provisions of Section 6.14)notwithstanding, no action in connection with any exercise of rights or remedies shall be taken hereunder by the Administrative Collateral Agent or any Secured Party Creditor with respect to any item of Collateral unless and until all applicable requirements (if any) of the FCC under the Communications Act of 1934, as amended, and the respective rules and regulations thereunder and thereofAct, as well as any applicable requirements of any other federal, state or local laws, rules and regulations of other regulatory or governmental bodies applicable to or having jurisdiction over the Obligors Grantors (or any entity under the control of the ObligorsGrantors), have been satisfied with respect to such action and there have been obtained such consents, approvals and authorizations (if any) as may be required to be obtained from the FCC and any other governmental authority under the terms of any license or operating right held by the Obligors Grantors (or any entity under the control of the Obligors)Grantors) with respect to such action have been obtained. Without limiting the generality of the foregoing, the Administrative Collateral Agent (on behalf of itself and the Secured PartiesCreditors) hereby agrees that (a) voting and consensual rights in the ownership interest of any Obligor Grantor (the "“Pledged Interest"Interests”) will remain with the holders of such voting and consensual rights upon and following the occurrence of an Event of Default unless and until any required prior approvals of the FCC to the transfer of such voting and consensual rights to the Administrative Collateral Agent shall have been obtained; (b) upon the occurrence of any Event of Default and foreclosure of the Pledged Interest Interests pursuant to this Agreement there will may be either a private sale or a public sale of the Pledged Interests; and (c) prior to the exercise of voting or consensual rights by the purchaser at any such salesale of the Pledged Interests, if required, the prior consent of the FCC pursuant to 47 U.S.C. ss.310(d§310(d) will be obtained, as well as such licenses, approvals, authorizations and consents as may be required by the U.S. Department of State pursuant to the International Traffic in Arms Regulations (the “ITAR”) and the U.S. Department of Commerce pursuant to the Export Administration Regulations (the “EAR”) to the transfer of such voting and consensual rights to the Collateral Agent shall have been obtained. It is the intention of the parties hereto that the creation of any Lien in favor of the Collateral Agent on the Collateral and the exercise of any remedy in respect thereof shall in all relevant aspects be subject to and consistent with the applicable requirements of the Communications Act, the ITAR and the EAR. Nothing in this Agreement shall be construed to diminish the control exercised by the Grantors in respect of the Collateral except in accordance with the provisions of such statutory requirements, rules and regulations. Each Grantor agrees that upon the request from time to time by the Collateral Agent it will actively pursue obtaining any governmental, regulatory or third party consents, approvals or authorizations referred to in this Section 8.1, including, without limitation, upon any request of the Collateral Agent following an Event of Default, the preparation, signing and filing with (or causing to be prepared, signed and filed with) (i) the FCC of any application or application for consent to the assignment of the FCC Licenses or transfer of control required to be signed by the Borrower or any of its Subsidiaries necessary or appropriate under the FCC’s rules and regulations for approval of any sale or transfer of any of the Pledged Interests or the assets of the Borrower or any of its Subsidiaries or any transfer of control in respect of any FCC License, and (ii) the U.S. Department of State pursuant to the International Traffic in Arms Regulations and the U.S. Department of Commerce pursuant to the Export Administration Regulations, as applicable, any application for consent to transfer the Pledged Interests or the assets of the Borrower or any of its Subsidiaries necessary or appropriate under such regulations and otherwise use its reasonable best efforts to assist the Collateral Agent to realize the benefits of the FCC Licenses and the Collateral. To enforce the provisions of this Section 8.1, the Collateral Agent is empowered to request the appointment of a receiver from any court of competent jurisdiction. Such receiver shall be instructed to seek from the FCC or other federal, state or local laws, rules and regulations of other regulatory or governmental bodies applicable to or having jurisdiction a transfer or assignment of control of any applicable Collateral.

Certain Regulatory Requirements. Any provision contained herein to the contrary notwithstanding (but without limiting the generality of the provisions of Section 6.149.2), no action shall be taken hereunder by the Administrative Agent Collateral Trustee or any other Secured Party with respect to any item of Collateral unless and until all applicable requirements (if any) of the FCC under the Communications Act of 1934, as amended, and the respective rules and regulations thereunder and thereof, as well as any other federal, state or local laws, rules and regulations of other regulatory or governmental bodies applicable to or having jurisdiction over the Obligors Grantors (or any entity under the control of the ObligorsGrantors), have been satisfied with respect to such action and there have been obtained such consents, approvals and authorizations (if any) as may be required to be obtained from the FCC and any other governmental authority under the terms of any license or operating right held by the Obligors Grantors (or any entity under the control of the ObligorsGrantors). Without limiting the generality of the foregoing, the Administrative Agent Collateral Trustee (on behalf of itself and the Secured Parties) hereby agrees that that, (a) to the extent required by applicable law, voting and consensual rights in the ownership interest of any Obligor Grantors (the "“Pledged Interest"”) will remain with the holders of such voting and consensual rights upon and following the occurrence of an a Triggering Event of Default unless and until any required prior approvals of the FCC to the transfer of such voting and consensual rights to the Administrative Agent Collateral Trustee shall have been obtained; (b) upon the occurrence of any Triggering Event of Default and foreclosure of the Pledged Interest pursuant to this Agreement there will be either a private or public sale of the Pledged Interests; and (c) prior to the exercise of voting or consensual rights by the purchaser purchaser, to the extent required by applicable law, at any such sale, the prior consent of the FCC pursuant to 47 U.S.C. ss.310(d§ 310(d) will be obtained, as well as such licenses, approvals, authorizations and consents as may be required by the U.S. Department of State pursuant to the International Traffic in Arms Regulations and the U.S. Department of Commerce pursuant to the Export Administration Regulations. It is the intention of the parties hereto that the Liens in favor of the Collateral Trustee on the Collateral shall in all relevant aspects be subject to and governed by said statutes, rules and regulations and that nothing in this Agreement shall be construed to diminish the control exercised by the Grantor except in accordance with the provisions of such statutory requirements, rules and regulations. Each Grantor agrees that upon the request from time to time by the Collateral Trustee or the Administrative Agent it will actively pursue obtaining any governmental, regulatory or third party consents, approvals or authorizations referred to in this Section 9.1, including, upon any request of the Collateral Trustee or the Administrative Agent following a Triggering Event, the preparation, signing and filing with (or causing to be prepared, signed and filed with) (i) the FCC of any application or application for consent to the assignment of the FCC Licenses or transfer of control required to be signed by the Borrower or any of its Subsidiaries necessary or appropriate under the FCC’s rules and regulations for approval of any sale or transfer of any of the Pledged Interests or the assets of the Borrower or any of its Subsidiaries or any transfer of control in respect of any FCC License, and (ii) the U.S. Department of State pursuant to the International Traffic in Arms Regulations and the U.S. Department of Commerce pursuant to the Export Administration Regulations, as applicable, of any application for consent to transfer the Pledged Interests or the assets of the Borrower or any of its Subsidiaries necessary or appropriate under such regulations.

Certain Regulatory Requirements. Any provision contained herein to the contrary notwithstanding (but without limiting the generality of the provisions of Section 6.14)notwithstanding, no action shall be taken hereunder by the Administrative Agent Collateral Trustee or any Secured Party with respect to any item of Collateral unless and until all applicable requirements (if any) of the FCC under the Communications Act of 1934, as amended, and the respective rules and regulations thereunder and thereof, as well as any other federal, state or local laws, rules and regulations of other regulatory or governmental bodies applicable to or having jurisdiction over the Obligors (or any entity under the control of the Obligors), have been satisfied with respect to such action and there have been obtained such consents, approvals and authorizations (if any) as may be required to be obtained from the FCC and any other governmental authority under the terms of any license or operating right held by the Obligors (or any entity under the control of the Obligors). Without limiting the generality of the foregoing, the Administrative Agent Collateral Trustee (on behalf of itself and the Secured Parties) hereby agrees that (a) voting and consensual rights in the ownership interest of any Obligor (the "Pledged Interest") will remain with the holders of such voting and consensual rights upon and following the occurrence of an Event of Default unless and until any required prior approvals of the FCC to the transfer of such voting and consensual rights to the Administrative Agent Collateral Trustee shall have been obtained; (b) upon the occurrence of any Event of Default and foreclosure of the Pledged Interest pursuant to this Agreement there will be either a private or public sale of the Pledged Interests; and (c) prior to the exercise of voting or consensual rights by the purchaser at any such sale, the prior consent of the FCC pursuant to 47 U.S.C. ss.310(d) will be obtained, , as well as such licenses, approvals, authorizations and consents as may be required by the U.S. Department of State pursuant to the International Traffic in Arms Regulations and the U.S. Department of Commerce pursuant to the Export Administration Regulations.. It is the intention of the parties hereto that the Liens in favor of the Administrative Agent on the Collateral shall in all relevant aspects be subject to and governed by said statutes, rules and regulations and that nothing in this Agreement shall be construed to diminish the control exercised by the Obligors except in accordance with the provisions of such statutory requirements, rules and regulations. Each Obligor agrees that upon the request from time to time by the Administrative Agent it will actively pursue obtaining any governmental, regulatory or third party consents, approvals or authorizations referred to in this Section 6.08, including, upon any request of the

Certain Regulatory Requirements. Any provision contained herein to the contrary notwithstanding (but without limiting the generality of the provisions of Section 6.141.2 of this Exhibit C), no action shall be taken hereunder by the Administrative any Notes Collateral Agent or any Secured Party Holder with respect to any item of Collateral unless and until all applicable requirements (if any) of ISED under the Radiocommunication Act (Canada), as amended, the Canadian Radio-television and Telecommunications Commission (“CRTC”) under the Telecommunications Act (Canada), as amended, the FCC under the Communications Act of 1934, as amended, the Competition Bureau (the “Competition Bureau”) under the Competition Act (Canada), as amended, and any other governmental authority, and the respective rules and regulations thereunder under and thereof, as well as any other federal, state or local of each of these laws, rules and regulations of other regulatory or governmental bodies applicable to or having jurisdiction over the Obligors (or any entity under the control of the Obligors), have been satisfied with respect to such action and there have been obtained such consents, approvals and authorizations (if any) as may be required to be obtained from ISED, the CRTC, if applicable, the Competition Bureau, if applicable, the FCC and any other governmental authority authority, in each case under the terms of any license or operating right held by the Obligors Grantors (or any entity under the control of the ObligorsGrantors). Without limiting the generality of the foregoing, the Administrative Notes Collateral Agent (on behalf of itself and the Secured PartiesHolders) hereby agrees that (a) to the extent required by applicable law, voting and consensual rights in the ownership interest of any Obligor Grantors (the "“Pledged Interest"”) will remain with the holders of such voting and consensual rights upon and following the occurrence of an Event of Default unless and until any required prior approvals of ISED, the CRTC, the Competition Bureau, if applicable, the FCC or any other governmental authority to the transfer of such voting and consensual rights to the Administrative Notes Collateral Agent shall have been obtained; (b) upon the occurrence of any Event of Default and foreclosure of on the Pledged Interest Interests pursuant to this Agreement the Indenture there will be either a private or public sale of the Pledged Interests; and (c) prior to the exercise of voting or consensual rights by the purchaser at any such sale, in each case to the extent required by applicable law, the prior consent of ISED pursuant to the Radiocommunication Act (Canada) will be obtained, the prior consent of the CRTC under the Telecommunications Act (Canada) will be obtained, and/or the prior consent of the FCC pursuant to 47 U.S.C. ss.310(d§ 310(d) will be obtained, the prior consent of the Competition Bureau under the Competition Act (Canada) will be obtained, if applicable, as well as such licenses, approvals, authorizations and consents as may be required by the U.S. Department of State pursuant to the International Traffic in Arms Regulations and Regulations; the U.S. Department of Commerce pursuant to the Export Administration Regulations; the U.S. Department of Defense pursuant to the National Industrial Security Program issued pursuant to Executive Order 12829; the Committee on Foreign Investment in the United States pursuant to the Exon-Fxxxxx amendment to the Defense Production Act and implementing regulation; the U.S. Department of Treasury pursuant to the Foreign Asset Control Regulations; and the U.S. Department of Justice, the Federal Bureau of Investigation and the U.S. Department of Homeland Security regarding potential national security, law enforcement and public safety issues.