Common use of FCC Consent Clause in Contracts

FCC Consent. The assignment of the FCC Licenses as contemplated by this Agreement is subject to the prior consent and approval of the FCC. A. Within ten (10) days after the execution of this Agreement, Buyer and Seller shall file with the FCC an appropriate application for FCC Consent. The parties shall prosecute said application with all reasonable diligence and otherwise use their best efforts to obtain the grant of such application as expeditiously as practicable. If the FCC Consent imposes any condition on any party hereto, such party shall use its best efforts to comply with such condition unless compliance would be unduly burdensome or would have a material adverse effect upon it. If reconsideration or judicial review is sought with respect to the FCC Consent, Buyer and Seller shall oppose such efforts to obtain reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Section 9 of this Agreement). B. The transfer of the Assets hereunder is expressly conditioned upon (i) the grant of the FCC Consent without any materially adverse conditions on Buyer, (ii) compliance by the parties hereto with the condition (if any) imposed in the FCC Consent, and (iii) the FCC Consent, through the passage of time or otherwise, becoming a Final Order, provided, though, that the condition that the FCC Consent shall have become a Final Order may be waived by Buyer, in its sole discretion.

FCC Consent. (a) The assignment of the FCC Licenses as contemplated by this Agreement is subject to the prior consent and approval of the FCC. A. . Within ten twenty (1020) business days after the execution of this Agreement, Buyer and Seller Sellers shall file with the FCC an appropriate application for the FCC ConsentConsent approving the assignment of the FCC Licenses from Sellers or from American Radio Systems Corporation or its subsidiary to Buyer. The parties shall prosecute said application with all reasonable diligence and otherwise use their best efforts to obtain the grant of such application by the FCC as expeditiously as practicable. If the FCC Consent imposes shall impose any condition on any party hereto, such party shall use its best efforts to comply with such condition condition, unless compliance would be unduly burdensome or would have a material adverse effect upon itsuch party. If reconsideration or judicial review is sought with respect to the FCC Consent, Buyer and Seller Sellers shall oppose such efforts to obtain reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Section Article 9 of this Agreement). B. (b) The transfer of the Assets hereunder is expressly conditioned upon (i) the grant of the FCC Consent without any materially adverse conditions on Sellers or Buyer, (ii) compliance by the parties hereto with the condition conditions (if any) imposed in the FCC Consent, and (iii) the FCC Consent, through the passage of time or otherwise, becoming having become a Final Order, ; provided, thoughhowever, that the condition that the FCC Consent shall have become a Final Order may be waived by Buyer, in its sole discretion.

FCC Consent. The assignment of the FCC Licenses as contemplated by ------------- this Agreement is subject to the prior consent and approval of the FCC. A. Within ten (10) days after the execution of this Agreement, Buyer and Seller shall file with the FCC an appropriate application for FCC Consent. The parties shall prosecute said application with all reasonable diligence and otherwise use their best efforts to obtain the grant of such application as expeditiously as practicable. If the FCC Consent imposes any condition on any party hereto, such party shall use its best efforts to comply with such condition unless compliance would be unduly burdensome or would have a material adverse effect upon it. If reconsideration or judicial review is sought with respect to the FCC Consent, Buyer and Seller shall oppose such efforts to obtain reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Section 9 of this Agreement). B. The transfer of the Assets hereunder is expressly conditioned upon (i) the grant of the FCC Consent without any materially adverse conditions on Buyer, (ii) compliance by the parties hereto with the condition (if any) imposed in the FCC Consent, and (iii) the FCC Consent, through the passage of time or otherwise, becoming a Final Order, provided, though, that the condition that the FCC Consent shall have become a Final Order may be waived by Buyer, in its sole discretion.

FCC Consent. The assignment of the FCC Licenses as contemplated by this Agreement is subject to the prior consent and approval of the FCC. A. Within ten five (105) days after the execution of this Agreement, Buyer and Seller shall file with the FCC an appropriate application for FCC Consent. The parties shall prosecute said application with all reasonable diligence and otherwise use their best efforts to obtain the grant of such application as expeditiously as practicable. If the FCC Consent imposes any condition on any party hereto, such party shall use its best efforts to comply with such condition unless compliance would be unduly burdensome or would have a material adverse effect upon it. If reconsideration or judicial review is sought with respect to the FCC Consent, Buyer and Seller shall oppose such efforts to obtain reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Section 9 of this Agreement). B. The transfer of the Assets hereunder is expressly conditioned upon (i) the grant of the FCC Consent without any materially adverse conditions on Buyer, (ii) compliance by the parties hereto with the condition (if any) imposed in the FCC Consent, and (iii) the FCC Consent, through the passage of time or otherwise, becoming a Final Order, provided, though, that the condition that the FCC Consent shall have become a Final Order may be waived by Buyer, in its sole discretion.

FCC Consent. The assignment of the FCC Licenses to Purchaser as contemplated by this Agreement is subject to the prior consent and approval of the FCCFCC Consent. A. Within ten (10) days 6.1.1 Promptly after the execution of this Agreement, Buyer Purchaser and Seller Benedek and BLC shall file proceed to prepare for filing with the FCC an appropriate application applications for consent to the assignment of the FCC ConsentLicenses to Purchaser (the "FCC Application"), which shall be filed with the FCC as soon as practicable but in no event later than 10 business days after the date hereof. The FCC Application shall include such information relating to each Station in order to effect the timely closing of the transactions contemplated by this Agreement. The parties shall thereafter prosecute said application the FCC Application with all reasonable diligence and otherwise use their reasonable best efforts to obtain the grant of such application as expeditiously as practicablepracticable (but no party shall have any obligation to take any unreasonable steps to satisfy complainants, if any). If the FCC Consent imposes any condition on any party hereto, such party shall use its reasonable best efforts to comply with such condition unless compliance would be unduly burdensome or would have a material adverse effect upon it, its parent entity, or any of its or its parent entity's subsidiaries or Affiliates, as appropriate. If reconsideration or judicial review is sought Purchaser and Benedek shall each pay 50% of all filing fees payable with respect to all filings required by the FCC Consent, Buyer and Seller shall oppose such efforts to obtain reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate in connection with the transactions contemplated by this Agreement and made pursuant to this Section 9 of this Agreement)6.1.1. B. 6.1.2 The transfer of the Assets hereunder is expressly conditioned upon (i) the grant of the FCC Consent without any materially adverse conditions on Buyer, (ii) and compliance by the parties hereto with the condition conditions (if any) imposed in the FCC Consent, and (iii) the FCC Consent, through the passage of time or otherwise, becoming a Final Order, provided, though, that the condition that the FCC Consent shall have become a Final Order may be waived by Buyer, in its sole discretionsuch consent.

FCC Consent. (a) The assignment of the FCC Licenses as contemplated by this Agreement is subject to the prior consent and approval of the FCC. A. . Within ten twenty (1020) business days after the execution of this Agreement, Buyer and Seller Sellers shall file with the FCC an appropriate application for the FCC ConsentConsent approving the assignment of the FCC Licenses from Sellers to Buyer. The parties shall prosecute said application with all reasonable diligence and otherwise use their commercially reasonable best efforts to obtain the grant of such application by the FCC as expeditiously as practicable. If the FCC Consent imposes shall impose any condition on any party hereto, such party shall use its best efforts to comply with such condition condition, unless compliance would be unduly burdensome or would have a material adverse effect upon itsuch party. If reconsideration or judicial review is sought with respect to the FCC Consent, Buyer and Seller Sellers shall oppose such efforts to obtain reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Section Article 9 of this Agreement). B. (b) The consummation of this Agreement and the transfer of the Assets and Licenses hereunder is expressly conditioned upon (i) the grant of the FCC Consent without any materially adverse conditions on Sellers or Buyer, (ii) compliance by the parties hereto with the condition conditions (if any) imposed in the FCC Consent, and (iii) the FCC Consent, through the passage of time or otherwise, becoming having become a Final Order, ; provided, thoughhowever, that the condition that the FCC Consent shall have become a Final Order may be waived by Buyer, in its sole discretion.

FCC Consent. The assignment of the FCC Licenses as contemplated by this Agreement is subject to the prior consent and approval of the FCC. A. Within ten (10) days after the execution of this Agreement, Buyer and Seller shall file with the FCC an appropriate application for FCC Consent. The parties shall prosecute said application with all reasonable diligence and otherwise use their best efforts to obtain the grant of such application as expeditiously as practicable. If the FCC Consent imposes any condition on any party hereto, such party shall use its best efforts to comply with such condition unless compliance would be unduly burdensome or would have a material adverse effect upon it. If reconsideration or judicial review is sought with respect to the FCC Consent, Buyer and Seller shall oppose such efforts to obtain reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Section 9 of this Agreement). B. The transfer of the Assets hereunder is expressly conditioned upon (i) the grant of the FCC Consent without any materially adverse conditions on Buyer, (ii) compliance by the parties hereto with the condition (if any) any reasonable conditions imposed in the FCC Consent, and (iii) the FCC Consent, through the passage of time or otherwise, becoming a Final Order, provided, though, that the condition that the FCC Consent shall have become a Final Order may be waived by Buyer, in its sole discretion.

FCC Consent. The assignment of the FCC Licenses as contemplated by this Agreement is subject to the prior consent and approval of the FCC. A. Within ten (10) days after the execution of this Agreement, Buyer and Seller shall file with the FCC an appropriate application for FCC Consent. The parties shall prosecute said application with all reasonable diligence and otherwise use their best efforts to obtain the grant of such application as expeditiously as practicable. If the FCC Consent imposes any condition on any party hereto, such party shall use its best efforts to comply with such condition unless compliance would be unduly burdensome or would have a material adverse effect upon it. If reconsideration or judicial review is sought with respect to the FCC Consent, Buyer and Seller shall oppose such efforts to obtain reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Section 9 of this Agreement). B. The transfer of the Assets hereunder is expressly conditioned upon (i) the grant of the FCC Consent without any materially adverse conditions on Buyer, (ii) compliance by the parties hereto with the condition (if any) imposed in the FCC Consent, and (iii) the FCC Consent, through the passage of time or otherwise, becoming a Final Order, provided, though, that the condition that the FCC Consent shall have become a Final Order may be waived by Buyer, in its sole discretion. C. The transfer of the Assets hereunder is further expressly conditioned up the grant by the FCC of a Construction Permit allowing the Station to broadcast from the New Tower Site, the preparation of the application for which Buyer shall be solely responsible. Seller shall cooperate fully, however, and execute as necessary, any such applications or other filings associated with such application.

FCC Consent. The assignment of the FCC Licenses as contemplated by this Agreement is subject to the prior consent and approval of the FCC. A. Within ten (10) days after the execution of this Agreement, Buyer and Seller shall file with the FCC an appropriate application for purposes of obtaining the FCC Consent. The parties shall prosecute said application with all reasonable diligence and otherwise use their best efforts to obtain the grant of such application as expeditiously as practicable. If the FCC Consent imposes any condition on any party hereto, such party shall use its best efforts to comply with such condition unless compliance would be unduly burdensome or would have a material adverse effect upon it. If reconsideration or judicial review is sought with respect to the FCC Consent, Buyer and Seller shall oppose such efforts to obtain reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Section 9 of this Agreement). B. The transfer of the Assets hereunder is expressly conditioned upon (i) the grant of the FCC Consent without any materially adverse conditions on Buyer, and (ii) compliance by the parties hereto with the condition conditions (if any) imposed in the FCC Consent, and (iii) the FCC Consent, through the passage of time or otherwise, becoming a Final Order, provided, though, that the condition that the FCC Consent shall have become a Final Order may be waived by Buyer, in its sole discretion.

FCC Consent. (a) The assignment of the FCC Licenses as contemplated by in connection with the purchase and sale of the Assets pursuant to this Agreement is shall be subject to the prior consent and approval of the FCC. A. Within ten (10b) Seller and Buyer shall promptly prepare an appropriate application for the FCC Consent and shall file the application with the FCC within five (5) business days after of the execution of this Agreement, Buyer and Seller shall file with the FCC an appropriate application for FCC Consent. The parties shall prosecute said the application with all reasonable diligence and otherwise use their best efforts to obtain the a grant of such the application as expeditiously as practicable. If the FCC Consent imposes any condition on any Each party hereto, such party shall use its best efforts agrees to comply with such any condition unless imposed on it by the FCC Consent, except that no party shall be required to comply with a condition if (i) the condition was imposed on it as the result of a circumstance the existence of which does not constitute a breach by the party of any of its representations, warranties, or covenants under this Agreement, and (ii) compliance would be unduly burdensome or with the condition would have a material adverse effect upon itsuch party. If reconsideration or judicial review is sought with respect to the FCC Consent, Buyer and Seller shall oppose such efforts to obtain any requests for reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Section 9 of this Agreement). B. The transfer of the Assets hereunder is expressly conditioned upon (i) the grant of the FCC Consent without Consent. If the Closing shall not have occurred for any materially adverse conditions on Buyer, (ii) compliance by reason within the parties hereto with the condition (if any) imposed in original effective period of the FCC Consent, and (iii) neither party shall have terminated this Agreement under SECTION 9, the parties shall jointly request an extension of the effective period of the FCC Consent, through the passage . No extension of time or otherwise, becoming a Final Order, provided, though, that the condition that the FCC Consent shall have become a Final Order may limit the exercise by either party of its rights under SECTION 9. (c) Seller shall promptly after the date hereof obtain all necessary consents from the FCC to assign the Licenses from STC License to the Company and at the Closing, the Company shall be waived by Buyer, in its sole discretionthe holder of the Licenses.

FCC Consent. The assignment of the FCC Licenses as contemplated by this Agreement is subject to the prior consent and approval of the FCC. A. Within ten As soon as possible, but in no event later than twenty (1020) business days after the execution of this Agreement, Buyer and Seller shall file with the FCC an appropriate application for FCC Consent. The parties shall prosecute said application with all reasonable diligence and otherwise use their best efforts to obtain the grant of such application as expeditiously as practicable. If the FCC Consent imposes any condition on any party hereto, such party shall use its best efforts to comply with such condition unless compliance would be unduly burdensome or would have a material adverse effect upon it. If reconsideration or judicial review is sought with respect to the FCC Consent, Buyer and Seller shall oppose such efforts to obtain reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Section 9 of this Agreement). B. The transfer of the Assets hereunder is expressly conditioned upon (i) the grant of the FCC Consent without any materially adverse conditions on Buyer, (ii) compliance by the parties hereto with the condition (if any) imposed in the FCC Consent, and (iii) the FCC Consent, through the passage of time or otherwise, becoming a Final Order, ; provided, though, that the condition that the FCC Consent shall have become a Final Order may be waived by Buyer, in its sole discretion.

FCC Consent. (a) The assignment conveyance of the FCC Licenses Option Shares by Seller to Buyer as contemplated by this Agreement is subject to the prior consent and approval of the FCC. A. Within ten (10b) Seller and Buyer shall prepare and, within five (5) business days after the execution first to occur of this AgreementBuyer's receipt of the Put Notice (as defined below) or Seller's receipt of the Call Notice (as defined below), Buyer and Seller shall file with the FCC an appropriate application for the FCC Consent. The parties Seller and Buyer shall thereafter prosecute said the application for the FCC Consent with all reasonable diligence and otherwise use their respective best efforts to obtain the a grant of such the application for the FCC Consent as expeditiously as practicablepossible. If the FCC Consent imposes any condition on any Each party hereto, such party shall use its best efforts agrees to comply with such any condition unless imposed on it by the FCC Consent, except that no party shall be required to comply with a condition if (i) the condition was imposed on it as the result of a circumstance the existence of which does not constitute a breach by that party of any of its representations, warranties, or covenants hereunder, and (ii) compliance would be unduly burdensome or with the condition would have a material adverse effect upon it. If reconsideration or judicial review is sought with respect to the FCC Consent, Buyer and Seller shall oppose such efforts any petitions to obtain deny or other objections filed with respect to the application for the FCC Consent and any requests for reconsideration or judicial review (but nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Section 9 of this Agreement)the FCC Consent. B. The transfer of (c) If the Assets hereunder is expressly conditioned upon (i) Second Closing shall not have occurred for any reason within the grant original effective period of the FCC Consent without any materially adverse conditions on Buyerand neither party shall have terminated this Agreement under Article 18, (ii) compliance by the parties hereto with shall jointly request one or more extensions of the condition (if any) imposed in effective period of the FCC Consent, and (iii) . No extension of the FCC Consent, through the passage effective period of time or otherwise, becoming a Final Order, provided, though, that the condition that the FCC Consent shall have become a Final Order may be waived limit the exercise by Buyer, in either party of its sole discretionright to terminate the Agreement under Article 18.