Distribution consent. A Participant’s Spouse must consent to any distribution, provided the Participant’s vested Account Balance exceeds $ .
Distribution consent. Any other provision of this Escrow Agreement to the contrary notwithstanding, the Escrow Agent shall distribute the Escrow Fund in such manner at such time or times as Omnicom and the Representative may, in writing, jointly direct.
Distribution consent. During the Term, Affiliate shall not, and shall ensure that each Station (expressly excluding the Excluded Stations (as defined in the Negotiation Rights Agreement)) does not, without UCI’s express prior written consent, which UCI may withhold in its sole discretion for any reason or no reason (e.g., issues with most-favored nations provisions) consent to the retransmission or distribution of, distribute, exhibit, make available, sublicense, subdistribute, resell, or otherwise provide any UCI Programming (or in any way authorize, enable or otherwise acquiesce to any of the foregoing) to any person or entity (e.g., Distributors, viewers) on any basis (e.g., via the Internet and/or wireless networks) other than: (a) a free, over-the-air broadcast to the public; and (b) on an Authenticated Basis only via the Internet and/or wireless networks only via one or more websites and/or applications owned, operated and primarily branded by Affiliate (or the applicable Station) and only to mobile devices (e.g., cellphones, tablets) and consumer electronics devices (e.g., set-top boxes, televisions, Blu-ray players, gaming consoles, computers) of viewers (and, for clarity, not to Distributors), in each case in accordance with the terms and conditions of this Agreement (including, without limitation, Section 2(a)). Affiliate hereby represents and warrants to UCI that attached Exhibit E, which is hereby incorporated in this Agreement by reference, sets forth a true and accurate list of all Distributors to which Affiliate has granted the right to retransmit or otherwise distribute one or more Program Transport Streams of one or more Stations as of the Effective Date, and indicates whether such retransmission or other distribution is pursuant to must-carry or retransmission consent.
Distribution consent. Any other provision of this Section 9.2 to the contrary notwithstanding, the Escrow Agent shall distribute the Escrow Shares in such manner at such time or times as Parent and the Partner Representatives may, in writing, jointly direct.
