COMPLIANCE WITH STATION LICENSES. Seller shall cause the Stations to be operated in material accordance with the Station Licenses and all applicable rules and regulations of the FCC and in material compliance with all other applicable laws, regulations, rules, and orders. Seller shall use all commercially reasonable efforts not to cause or permit any of the Station Licenses to expire or be surrendered, adversely modified, or terminated. Seller shall file or cause to be filed with the FCC all applications (including license renewals) or other documents required to be filed in connection with the operation of the Stations. In addition, if requested by Buyer and at Buyer's sole expense, Seller shall file or cause to be filed with the FCC modification applications that may be useful in connection with the operation of the Stations. Should the FCC institute any proceedings for the suspension, revocation or adverse modification of any of the Station Licenses or any forfeiture proceedings, Seller will use all commercially reasonable efforts to promptly contest such proceedings and to seek to have such proceedings terminated in a manner that is favorable to the Stations. Seller will use all commercially reasonable efforts to maintain the FCC construction permits (if any) listed in Schedule 3.1(f) in effect until the applicable construction projects are timely completed and to diligently prosecute all pending FCC applications listed in Schedule 3.1(f). If Seller (or its FCC counsel) receives an administrative or other order or notification relating to any violation or claimed violation of the rules and regulations of the FCC, or of any other Governmental Entity, or should Seller (or its FCC counsel) become aware of any fact relating to the qualifications of Buyer that reasonably could be expected to cause the FCC to withhold its consent to the assignment of the Station Licenses, Seller shall promptly notify Buyer in writing and use its commercially reasonable efforts to take such steps as may be necessary to remove any such impediment to the transactions contemplated by this Agreement.
COMPLIANCE WITH STATION LICENSES. Seller shall cause the Stations to be operated in all material respects in accordance with the Station Licenses and all applicable rules and regulations of the FCC and in compliance with all other applicable laws, regulations, rules, and orders. Seller shall use all commercially reasonable efforts not to cause or permit any of the Station Licenses to expire or be surrendered, adversely modified, or terminated. Seller shall file or cause to be filed with the FCC all applications (including license renewals) or other documents required to be filed in connection with the operation of the Stations. In addition, if requested by Buyer and
COMPLIANCE WITH STATION LICENSES. 22 (i) 3
COMPLIANCE WITH STATION LICENSES. 46 5.4. Third Party Consents . . . . . . . . . . . . . . . . . . . . 47 5.5.
COMPLIANCE WITH STATION LICENSES. The Company and the Selling Stockholders shall cause the Stations to be operated in accordance with the Station Licenses and all applicable rules and regulations of the FCC and in compliance with all other applicable laws, regulations, rules, and orders. The Company and the Selling Stockholders shall use all commercially reasonable efforts not to cause or permit any of the Station Licenses to expire or be surrendered, adversely modified, or terminated. The Company shall file or cause to be filed with the FCC all applications (including license renewals) or other documents required to be filed in connection with the operation of the Stations. Should the FCC institute any proceedings for the suspension, revocation or adverse modification of any of the Station Licenses or any forfeiture proceedings, the Company and the Selling Stockholders will use all commercially reasonable efforts to promptly contest such proceedings and to seek to have such proceedings terminated in a manner that is favorable to the Stations. The Company will use all commercially reasonable efforts to maintain the FCC
COMPLIANCE WITH STATION LICENSES. Seller shall cause the Stations to be operated in all material respects in accordance with the Station Licenses and all applicable rules and regulations of the FCC and in all material respects in compliance with all other Applicable Laws. Seller shall use all commercially reasonable efforts not to cause or permit any of the Station Licenses to expire or be surrendered, adversely modified, or terminated. Seller shall file or cause to be filed with the FCC all applications (including license renewals) or other documents required by the FCC to be filed in connection with the Seller's operation of the Stations. In addition, if requested by Buyer and at Buyer's sole expense, Seller shall file or cause to be filed with the FCC applications for new, specifically identified frequencies that may be useful in connection with the operation of the Stations. Should the FCC institute any proceedings for the suspension, revocation or adverse modification of any of the Station Licenses, Seller will use all commercially reasonable efforts to promptly contest such proceedings and to seek to have such proceedings terminated in a manner that is favorable to the Stations. Seller will use all commercially reasonable efforts to maintain the FCC construction permits (if any) listed in Schedule 3.1(f) in effect until the applicable construction projects are complete and to diligently prosecute all pending FCC applications listed in Schedule 3.1(f). If Seller (or its FCC counsel) receives
COMPLIANCE WITH STATION LICENSES. Osboxx xxxll cause the Stations to be operated in all material respects in accordance with the Station Licenses and all applicable rules and regulations of the FCC and in compliance in all material respects with all other applicable laws, regulations, rules and orders. Osboxx xxxll use its commercially reasonable efforts not to cause or permit any of the Station Licenses to expire or be surrendered, adversely modified or terminated. Osboxx xxxll file or cause to be filed with the FCC all applications (including license renewals) or other documents required to be filed in connection with the operation of the Stations. In addition, if requested by Mergeco and at Mergeco's expense, Osboxx xxxll file or cause to be filed with the FCC applications for new, specifically identified frequencies that may be useful in connection with
COMPLIANCE WITH STATION LICENSES. 33 5.5. Notification of Certain Matters............................33
COMPLIANCE WITH STATION LICENSES. Seller shall cause the Stations to be operated in material accordance with the Station Licenses and all applicable rules and regulations of the FCC and in material compliance with all other applicable laws, regulations, rules, and orders. Seller shall use all commercially reasonable efforts not to cause or permit any of the Station Licenses to expire or be surrendered, adversely modified, or terminated. Seller shall file or cause to be filed with the FCC all applications (including license renewals) or other documents required to be filed in connection with the operation of the Stations. In addition, if requested by Buyer and at Buyer's sole expense, Seller shall file or cause to be filed with the FCC modification applications that may be useful in connection with the operation of the Stations. Should the FCC institute any proceedings for the suspension, revocation or adverse modification of any of the Station Licenses or any forfeiture proceedings, Seller will use all commercially reasonable efforts to promptly contest such
COMPLIANCE WITH STATION LICENSES. Each SFX Party shall cause the SFX Stations to be operated in accordance with the SFX Station Licenses and all applicable rules and regulations of the FCC and in compliance with all other applicable laws, regulations, rules, and orders. Each SFX Party shall use all commercially reasonable efforts not to cause or permit any of the SFX Station Licenses to expire or be surrendered, adversely modified, or terminated. Each SFX Party
