Common use of Consents; No Conflicts Clause in Contracts

Consents; No Conflicts. Neither the execution, delivery and ---------------------- performance by it of this Agreement nor the consummation of the Transactions will (a) conflict with, or result in a breach or violation of, any provision of its organizational documents; (b) constitute, with or without the giving of notice or passage of time or both, a breach, violation or default, create a Lien, or give rise to any right of termination, modification, cancellation, prepayment or acceleration, under (i) any Law or License or (ii) any note, bond, mortgage, indenture, lease, agreement or other instrument, in each case which is applicable to or binding upon it or any of its assets; or (c) require any Consent or the approval of its board of directors, general partner, stockholders or similar constituent bodies, as the case may be (which approvals have been obtained), except in each case, where such breach, violation, default, Lien, right, or the failure to obtain or give such Consent would not have a Material Adverse Effect on it or materially adversely affect the Transactions or its ability to perform its obligations under the Related Agreements. To its knowledge, there is no fact relating to it or its Affiliates that would be reasonably expected to prevent it from consummating any of the Transactions or performing its obligations under any of the Related Agreements.

Consents; No Conflicts. Neither the execution, delivery and ---------------------- performance by it of this Agreement by it nor the consummation of the Transactions will (a) conflict with, or result in a breach or violation of, any provision of its organizational documentsAmended and Restated Certificate of Incorporation or Bylaws; (b) constitute, with or without the giving of notice or passage of time or both, a breach, violation or default, create a Lien, or give rise to any right of termination, modification, cancellation, prepayment or acceleration, under (i) any Law or License License, or (ii) any note, bond, mortgage, indenture, lease, agreement or other instrument, in each case which is applicable to or binding upon it or any of its assets; or (c) except as set forth on Schedule 4.2, require any Consent or Consent, other than the approval of its board of directors, general partner, stockholders or similar constituent bodies, as the case may be directors (which approvals have board approval has been obtained), except in each case, case where such breach, violation, default, Lien, right, or the failure to obtain or give such Consent would not have a Material Adverse Effect on it or materially adversely affect the Transactions or its ability to perform its obligations under the Related AgreementsTransactions. To its knowledge, as of date hereof, there is no fact relating to it or its Affiliates that would be reasonably expected to prevent it from consummating any of the Transactions or performing its obligations under any of the Related Agreementsthis Agreement.

Consents; No Conflicts. Neither the execution, delivery and ---------------------- performance by it of this Agreement nor the consummation of the Transactions will (a) conflict with, or result in a breach or violation of, any provision of its organizational documentsRestated Certificate of Incorporation or Bylaws; (b) constitute, with or without the giving of notice or passage of time or both, a breach, violation or default, create a Lien, or give rise to any right of termination, modification, cancellation, prepayment or acceleration, under (i) any Law or License or (ii) any note, bond, mortgage, indenture, lease, agreement or other instrument, in each case which is applicable to or binding upon it or any of its assets; or (c) except as set forth on Schedule 3.2, require any Consent or Consent, other than the approval of its board of directors, general partner, stockholders or similar constituent bodies, as the case may be (which approvals have been obtained), except in each case, where such breach, violation, default, Lien, right, or the failure to obtain or give such Consent would not have a Material Adverse Effect on it or materially adversely affect the Transactions or its ability to perform its obligations under the Related AgreementsTransactions. To its knowledge, as of the date hereof, there is no fact relating to it or its Affiliates that would be reasonably expected to prevent it from consummating any of the Transactions or performing its obligations under any of the Related Agreementsthis Agreement.

Consents; No Conflicts. Neither the execution, delivery and performance ---------------------- performance by it of this Agreement nor the consummation of the Transactions will (a) conflict with, or result in a breach or violation of, any provision of its organizational documents; (b) constitute, with or without the giving of notice or passage of time or both, a breach, violation or default, create a Lien, or give rise to any right of termination, modification, cancellation, prepayment or acceleration, under (i) any Law or License or (ii) any note, bond, mortgage, indenture, lease, agreement or other instrument, in each case which is applicable to or binding upon it or any of its assets; or (c) require any Consent Consent, other than under the HSR Act or the approval of its board of directors, general partner, stockholders directors or similar constituent bodies, as the case may be members (which board and member approvals have been obtained), except in each case, where such breach, violation, default, Lien, right, or the failure to obtain or give such Consent would not have a Material Adverse Effect on it or materially adversely affect the Transactions or its ability to perform its obligations under the Related AgreementsTransactions. To its knowledge, there is no fact relating to it or its Affiliates that would be reasonably expected to prevent it from consummating any of the Transactions or performing its obligations under any of the Related AgreementsTransactions.

Consents; No Conflicts. Neither the execution, delivery and ---------------------- performance by it the Company of this Agreement Agreement, nor the consummation of the Transactions will (a) conflict with, or result in a breach or violation of, any provision of its the Company’s organizational documents; (b) constitute, with or without the giving of notice or passage of time or both, a breach, violation or default, create a Lien, or give rise to any right of termination, modification, cancellation, prepayment or acceleration, under (i) any Law or License License, or (ii) any note, bond, mortgage, indenture, lease, agreement or other instrument, in each case which is applicable to or binding upon it the Company or any of its assets; or (c) require any Consent on the part of the Company or the approval of its board the Company’s Board of directors, general partner, stockholders or similar constituent bodies, as the case may be Directors (which approvals have approval has been obtained), except in each case, the case of (b) or (c) where such breach, violation, default, Lien, right, or the failure to obtain or give such Consent would not have a Material Adverse Effect on it or materially adversely affect the Transactions Transactions, or its ability to perform its obligations under the Related Agreementsthis Agreement. To its knowledge, there is no fact relating to it or its Affiliates that would be reasonably expected to prevent it from consummating any of the Transactions or performing its obligations under any of this Agreement or disqualify the Related AgreementsCompany from obtaining the Consents (including without limitation, FCC Consent) required in order to consummate the License Transfer as provided for in this Agreement.

Consents; No Conflicts. Neither the execution, delivery and ---------------------- performance by it of this Agreement and any Related Agreement to which it is a party nor the consummation of the Transactions will (a) conflict with, or result in a breach or violation of, ; any provision of its organizational documents; (b) constitute, with or without the giving of notice or passage of time or both, a breach, violation or default, create a Lien, or give rise to any right of termination, modification, cancellation, prepayment or acceleration, under (i) any Law or License or (ii) any note, bond, mortgage, indenture, lease, agreement or other instrument, in each case which is applicable to or binding upon it or any of its assets; or (c) require any Consent consent or the approval of its board Board of directors, general partner, Directors or its stockholders or similar constituent bodies, as the case may be (which approvals have approval has been obtained), except in each case, case where such breach, violation, default, Lien, right, or the failure to obtain or give such Consent consent would not have a Material Adverse Effect on it or materially adversely affect the Transactions or Transactions, its ability to perform its obligations under this Agreement or any Related Agreement or the Related Agreementsoperation of its business after the Closing Date. To its knowledge, there is no fact relating to it or its Affiliates that would be reasonably expected to prevent it from consummating any of the Transactions or performing its obligations under this Agreement or any of the Related AgreementsAgreement.