FCC Approval. Notwithstanding anything to the contrary contained in this Agreement or in the other Loan Documents, neither the Administrative Agent nor any Lender will take any action pursuant to this Agreement or any of the other Loan Documents, which would constitute or result in a change in control of the Borrower or any of its Subsidiaries requiring the prior approval of the FCC without first obtaining such prior approval of the FCC. After the occurrence of an Event of Default, the Borrower shall take or cause to be taken any action which the Administrative Agent may reasonably request in order to obtain from the FCC such approval as may be necessary to enable the Administrative Agent to exercise and enjoy the full rights and benefits granted to the Administrative Agent, for the benefit of the Lenders by this Agreement or any of the other Loan Documents, including, at the Borrower’s cost and expense, the use of the Borrower’s best efforts to assist in obtaining such approval for any action or transaction contemplated by this Agreement or any of the other Loan Documents for which such approval is required by Law.
FCC Approval. Notwithstanding anything to the contrary contained in this Credit Agreement or in the other Loan Documents, neither the Administrative Agent nor any Lender will take any action pursuant to this Credit Agreement or any of the other Loan Documents, which would constitute or result in a change in control of the Borrower or any of its Subsidiaries requiring the prior approval of the FCC without first obtaining such prior approval of the FCC. After the occurrence of an Event of Default, the Borrower shall take or cause to be taken any action which the Administrative Agent may reasonably request in order to obtain from the FCC such approval as may be necessary to enable the Administrative Agent to exercise and enjoy the full rights and benefits granted to the Administrative Agent, for the benefit of the Administrative Agent and the Lenders by this Credit Agreement or any of the other Loan Documents, including, at the Borrower’s cost and expense, the use of the Borrower’s best efforts to assist in obtaining such approval for any action or transaction contemplated by this Credit Agreement or any of the other Loan Documents for which such approval is required by law, including specifically, without limitation, upon request, to prepare, sign and file with the FCC the assignor’s or transferor’s portion of any application or applications for the consent to the assignment or transfer of control necessary or appropriate under the FCC’s rules and approval of any of the transactions contemplated by this Credit Agreement or any of the other Loan Documents.
FCC Approval. The FCC Approval shall have been obtained.
FCC Approval. If counsel to the Lender reasonably determines that the consent of the FCC is required in connection with the execution, delivery and performance of this Agreement, the Pledge Agreement, the Security Agreement or any other document delivered to the Lender in connection herewith or therewith or as a result of any action which may be taken pursuant hereto or thereto, then the Borrower, at its sole cost and expense, agrees to use its best efforts to secure such consent and to cooperate with the Lender in any action commenced by the Lender to secure such consent.
FCC Approval. The FCC Approval shall have been obtained and shall have become a Final Order.
FCC Approval. Notwithstanding anything contained in this Agreement to the contrary, no transaction or action contemplated herein shall be consummated and no interests or rights transferred, converted or exchanged prior to receiving FCC approval with respect thereto to the extent such approval is necessary.
FCC Approval. 10.1 Customer is hereby advised that certain of the equipment specified in Schedule A is subject to the FCC’s Rules (47 CFR §§ 2 and 15) and that such equipment will comply with the appropriate rules prior to delivery of such equipment; and, notwithstanding anything to the contrary in this Agreement, delivery of the equipment specified in Schedule A is contingent upon XGT’s compliance with the applicable equipment authorization and technical requirements of the FCC’s Rules (47 CFR §§ 2 and 15).
FCC Approval. (a) The consummation of the transactions contemplated hereby is subject to the prior consent and approval of the FCC. Buyer and Seller shall jointly file with the FCC one or more applications (the “FCC Applications”) requesting (i) FCC consent to the assignment of the FCC Licenses to Buyer and (ii) to the extent necessary, the Waiver (to be prepared by Buyer for Buyer’s portion of the FCC Applications) within ten (10) Business Days after the execution of this Agreement. FCC consent to the FCC Applications with respect to the FCC Licenses and grant of the Waiver, each without any material adverse conditions other than those of general applicability, are referred to collectively herein as the “FCC Consent.” Buyer and Seller shall each pay its own expenses in connection with the preparation and prosecution of the FCC Applications and shall share any filing fee(s) associated with the FCC Applications equally; provided, however, that neither Buyer nor Seller shall be required to pay consideration to any third party to obtain FCC Consent, except as contemplated in this Section 5.1(a). Seller and Buyer shall diligently prosecute the FCC Applications before the FCC, including opposing any petitions to deny filed against the FCC Applications to the extent that any such petition or objection relates to such party. Each party shall promptly provide to the other party a copy of any pleading, order or other document served on them or a copy of any formal inquiry or request by the FCC or the substance of any informal FCC inquiry relating to any such FCC Application. Other than as contemplated herein, neither Buyer nor Seller shall take any intentional action that would, or intentionally fail to take such action the failure of which to take would, reasonably be expected to have the effect of materially delaying the receipt of the FCC Consent. Without limiting the foregoing, Buyer shall not enter into or commit to become a party to any local marketing agreement, time brokerage agreement, joint sales agreement, shared services agreement, management services agreement, news sharing agreement or other similar Contract with any broadcast television station in the Market prior to Closing.
(b) If required by the FCC staff, Seller agrees that, to the extent reasonably necessary to expedite the grant of the FCC Application with respect to each Station, Seller shall enter into customary tolling, assignment and assumption or similar agreements with the FCC to extend the statute of ...
FCC Approval. The FCC approval contemplated by this Agreement shall have been granted without any conditions materially adverse to Seller.
FCC Approval. The parties to this Agreement understand, acknowledge and agree that any transfer of all or any part of the shares underlying the Options, or any change in the ownership of IPL, shall be subject to the requirements of the Communications Act of 1934, as amended, and the rules and regulations of the Federal Communications Commission ("FCC") as may be in effect at the time of such transfer, and that before certain rights provided for in this Agreement are exercised, it may be necessary to obtain any approval of the FCC required under applicable law.
