Common use of License Subs Clause in Contracts

License Subs. Promptly (and in any event within one hundred eighty (180) days) after the consummation of any Acquisition permitted hereunder, the Borrower shall cause each of the Licenses held by the Borrower or any of the Restricted Subsidiaries to be transferred to one or more License Subs, each of which License Subs shall have as its sole asset or assets the Licenses of the Borrower or any of the Restricted Subsidiaries and a management agreement with the Borrower and such of the Restricted Subsidiaries as operates the portion of the paging system of the Borrower and the Restricted Subsidiaries subject to such License or Licenses, such that from and after such applicable date neither the Borrower nor the Restricted Subsidiaries (other than License Subs) shall hold any Licenses other than through one or more duly created and existing License Subs. The Borrower shall not permit the License Subs to have any business activities, operations, assets, Indebtedness, Guaranties or Liens (other than pursuant to a Subsidiary Guaranty and Master Subsidiary Security Agreement issued in connection herewith). At the time of the transfer of the Licenses to the License Subs, the Borrower shall provide to the Administrative Agent copies of any required consents to such transfer from the FCC and any other governmental authority, together with a certificate of an Authorized Signatory stating that all Necessary Authorizations relating to such transfer have been obtained or made, are in full force and effect and are not subject to any pending or threatened reversal or cancellation.

Appears in 6 contracts

Samples: Assignment and Assumption Agreement (Metrocall Inc), Loan Agreement (Metrocall Inc), Loan Agreement (Metrocall Inc)

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License Subs. Promptly (and in any event within one hundred eighty (180) days) after At the consummation time of any Acquisition of a Television Station Asset Group permitted hereunder, the Borrower shall cause each of the FCC Licenses held being acquired by the Borrower or any of the Restricted its Subsidiaries to be transferred to one or more License Subs, each of which License Subs shall have as its sole asset or assets the FCC Licenses of the Borrower or any of the Restricted its Subsidiaries and a management agreement with the Borrower and such of the Restricted Subsidiaries as operates the portion of the paging system of the Borrower and the Restricted its Subsidiaries subject to such FCC License or FCC Licenses, such that from and after such applicable date neither the Borrower nor the Restricted its Subsidiaries (other than License Subs) shall hold any FCC Licenses other than through one or more duly created and existing License Subs. The Borrower shall not permit the License Subs to have any business activities, operations, assets, Indebtedness, Guaranties or Liens (other than holding FCC Licenses and owning the Ownership Interests of other License Subs, and other than pursuant to a Subsidiary Guaranty and Master Subsidiary Security Agreement issued in connection herewithherewith or any agreement referred to in the preceding sentence). At the time of Promptly after the transfer of the FCC Licenses to the License Subs, the Borrower shall provide to the Administrative Agent copies of any required consents to such transfer from the FCC and any other governmental authority, together with a certificate of an Authorized Signatory stating that all Necessary Authorizations relating to such transfer have been obtained or made, are in full force and effect and are not subject to any pending or threatened reversal or cancellation.

Appears in 1 contract

Samples: Loan Agreement (Benedek Communications Corp)

License Subs. Promptly (and in any event within one hundred eighty (180) days) after At the consummation time of any Acquisition permitted hereunder, the Borrower shall cause each of the FCC Licenses held being acquired by the Borrower or any of the its Restricted Subsidiaries to be transferred to one or more License Subs, each of which License Subs shall have as its sole asset or assets the FCC Licenses of the Borrower or any of the its Restricted Subsidiaries and a management agreement with the Borrower and such of the Restricted Subsidiaries as operates the portion of the paging system of the Borrower and the its Restricted Subsidiaries subject to such FCC License or FCC Licenses, such that from and after such applicable date neither the Borrower nor the its Restricted Subsidiaries (other than License Subs) shall hold any FCC Licenses other than through one or more duly created and existing License Subs. The Borrower shall not permit the License Subs to have any business activities, operations, assets, Indebtedness, Guaranties or Liens (other than holding FCC Licenses and owning the Capital Stock of other License Subs, and other than pursuant to a Subsidiary Guaranty and Master Subsidiary Security Collateral Agreement issued in connection herewithherewith or any agreement referred to in the preceding sentence). At the time of Promptly after the transfer of the FCC Licenses to the License Subs, the Borrower shall provide to the Administrative Agent copies of any required consents to such transfer from the FCC and any other governmental authority, together with a certificate of an Authorized Signatory stating that all Necessary Authorizations relating to required for such transfer have been obtained or made, are in full force and effect and are not subject to any pending or threatened reversal or cancellation.

Appears in 1 contract

Samples: Credit Agreement (Gray Television Inc)

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License Subs. Promptly (and in any event within one hundred eighty (180) days) after At the consummation time of any Acquisition permitted hereunder, the Borrower shall cause each of the FCC Licenses held being acquired by the Borrower or any of the its Restricted Subsidiaries to be transferred to one or more License Subs, each of which License Subs shall have as its sole asset or assets the FCC Licenses of the Borrower or any of the its Restricted Subsidiaries and a management agreement with the Borrower and such of the Restricted Subsidiaries as operates the portion of the paging system of the Borrower and the its Restricted Subsidiaries subject to such FCC License or FCC Licenses, such that from and after such applicable date neither the Borrower nor the its Restricted Subsidiaries (other than License Subs) shall hold any FCC Licenses other than through one or more duly created and existing License Subs. The Borrower shall not permit the License Subs to have any business activities, operations, assets, Indebtedness, Guaranties or Liens (other than holding FCC Licenses and owning the Ownership Interests of other License Subs, and other than pursuant to a Subsidiary Guaranty and Master Subsidiary Security Agreement issued in connection herewithherewith or any agreement referred to in the preceding sentence). At the time of Promptly after the transfer of the FCC Licenses to the License Subs, the Borrower shall provide to the Administrative Agent copies of any required consents to such transfer from the FCC and any other governmental authority, together with a certificate of an Authorized Signatory stating that all Necessary Authorizations relating to such transfer have been obtained or made, are in full force and effect and are not subject to any pending or threatened reversal or cancellation.

Appears in 1 contract

Samples: Loan Agreement (Gray Television Inc)

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