Common use of Licenses; Compliance with Regulatory Requirements Clause in Contracts

Licenses; Compliance with Regulatory Requirements. (a) The Company and its Subsidiaries, and to the knowledge of the Company, its Equity Affiliates hold all Licenses required for or which are material to the ownership of the assets and the operation of the businesses of the Company or any of its Subsidiaries, except for those Licenses which the failure to hold has not had and is not reasonably likely to have, either individually or in the aggregate, a Company Material Adverse Effect. The Company and each of its Subsidiaries, and to the knowledge of the Company, each of its Equity Affiliates, are in compliance with, and have conducted their respective businesses so as to comply with, the terms of their respective Licenses and with all applicable laws, rules, regulations, ordinances and codes (domestic or foreign), except where the failure so to comply has not had and is not reasonably likely to have, either individually or in the aggregate, a Company Material Adverse Effect. Without limiting the generality of the foregoing, the Company and its Subsidiaries, and to the knowledge of the Company, its Equity Affiliates (i) have all Licenses of foreign, state and local Governmental Entities required for the operation of the facilities being operated on the date hereof by the Company or any of its Subsidiaries or Equity Affiliates (the "Permits"), (ii) have duly and currently filed all reports and other information required to be filed with any Governmental Entity in connection with such Permits and (iii) are not in violation of any of such Permits, other than the lack of Permits, delays in filing reports or possible violations that have not had and, are not reasonably likely to have, a Company Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Liberty Satellite & Technology Inc), Agreement and Plan of Merger (On Command Corp)

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Licenses; Compliance with Regulatory Requirements. (a) The Company and its Subsidiaries, and to the knowledge of the Company, its Equity Affiliates NAI Contributed Entities hold all Licenses required for licenses, franchises, ordinances, authorizations, permits, certificates, variances, exemptions, concessions, leases, rights of way, easements, instruments, orders and approvals, domestic or foreign ("Licenses") which are material to the ownership of the assets and the operation of the businesses of the Company or any of its Subsidiaries, except for those Licenses which the failure to hold has not had and is not reasonably likely to have, either individually or in the aggregate, a Company Material Adverse Effect. The Company and each of its Subsidiaries, and that are material to the knowledge of NAI Contributed Businesses (collectively, the Company, each of its Equity Affiliates, are "Publications Licenses"). Each NAI Contributed Entity is in compliance with, and have has conducted their respective businesses its business so as to comply with, the terms of their respective Publications Licenses and with all applicable laws, rules, regulations, ordinances and codes (codes, domestic or foreign), except where the failure so to comply has not had and is and, insofar as reasonably can be foreseen, in the future will not reasonably likely to have, either individually or in the aggregate, a Company Publications Material Adverse Effect. Without limiting the generality of the foregoing, the Company and its SubsidiariesNAI Contributed Entities, and to the knowledge of the Company, its Equity Affiliates (i) have all Licenses Permits of foreign, state and local Governmental Entities Authorities required for the operation of the facilities being operated by the NAI Contributed Entities or required in the conduct of the NAI Contributed Businesses, and all such Permits are identified on the date hereof by the Company or any of its Subsidiaries or Equity Affiliates (the "Permits")NAI Disclosure Schedule, (ii) have duly and currently filed all reports and other information required to be filed with by any Governmental Entity Authority in connection with such Permits Permits, and (iii) are not in violation of any of such Permits, other than the lack of Permits, delays in filing reports or possible violations that which, in the aggregate, have not had and, and are not reasonably likely to have, have a Company Publications Material Adverse Effect.

Appears in 2 contracts

Samples: Letter Agreement (News America Inc), Letter Agreement (Tele Communications Inc /Co/)

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