Common use of Material Licenses; Material Sharing Arrangements Clause in Contracts

Material Licenses; Material Sharing Arrangements. (i)(1) Any Broadcast License of any Covenant Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Entities, taken as a whole, or (2) for any other reason (A) the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement), or (B) [Reserved], and in each case of clause (1) or (2), the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; (ii) any Nexstar/VIE Agreement listed on Schedule 5.22 shall (1) be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and (iii) any Channel Sharing Agreement listed on Schedule 5.23 to which any Covenant Entity is a Channel Xxxxxx shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;

Material Licenses; Material Sharing Arrangements. (i)(1) Any Broadcast License of any Covenant Consolidated Group Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole, or (2) for any other reason (A) the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement), or (B) [Reserved]any Material VIE for any Shared Services Party Station (other than any Excluded VIE) shall fail to preserve and maintain its legal existence or any of its material rights, privileges or franchises (including the Broadcast Licenses) for such Shared Services Party Station (other than pursuant to any Disposition or other transaction not prohibited under the applicable VIE Credit Agreement or VIE Guarantee and Security Agreement applicable to such Material VIE), and in each case of clause (1) or (2), the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; (ii) any Nexstar/VIE Agreement listed on Schedule 5.22 shall (1) be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and (iii) any Channel Sharing Agreement listed on Schedule 5.23 to which any Covenant Entity or Loan Party is a Channel Xxxxxx shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;

Material Licenses; Material Sharing Arrangements. (i)(1) Any Broadcast License of any Covenant Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Entities, taken as a whole, or (2) for any other reason (A) the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, own or operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement), or (B) [Reserved], and in each case of clause (1) or (2), the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; (ii) any Nexstar/VIE Agreement listed on Schedule 5.22 shall (1) be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and (iii) any Channel Sharing Agreement listed on Schedule 5.23 to which any Covenant Entity is a Channel Xxxxxx shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;

Material Licenses; Material Sharing Arrangements. (i)(1) Any Broadcast License of any Covenant Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Entities, taken as a whole, or (2) for any other reason (A) the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement), or (B) [Reserved], and in each case of clause (1) or (2), the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; (ii) any Nexstar/VIE Agreement listed on Schedule 5.22 shall (1) be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and (iii) any Channel Sharing Agreement listed on Schedule 5.23 to which any Covenant Entity is a Channel Xxxxxx shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;

Material Licenses; Material Sharing Arrangements. (i)(1) Any Broadcast License of any Covenant Consolidated Group Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole, or (2) for any other reason (A) the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement), or (B) [Reserved]any Material VIE for any Shared Services Party Station (other than any Excluded VIE) shall fail to preserve and maintain its legal existence or any of its material rights, privileges or franchises (including the Broadcast Licenses) for such Shared Services Party Station (other than pursuant to any Disposition or other transaction not prohibited under the applicable VIE Credit Agreement or VIE Guarantee and Security Agreement applicable to such Material VIE), and in each case of clause (1) or (2), the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; (ii) any Nexstar/VIE Agreement listed on Schedule 5.22 shall (1) be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and (iii) any Channel Sharing Agreement listed on Schedule 5.23 to which any Covenant Entity or Loan Party is a Channel Xxxxxx Sxxxxx shall 149 be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;

Material Licenses; Material Sharing Arrangements. (i)(1) Any Broadcast License of any Covenant Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Entities, taken as a whole, or (2) for any other reason (A) the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement), or (B) [Reserved], and in each case of clause (1) or (2), the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; (ii) any Nexstar/VIE Agreement listed on Schedule 5.22 shall (1) be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and (iii) any Channel Sharing Agreement listed on Schedule 5.23 to which any Covenant Entity is a Channel Xxxxxx shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;; 143

Material Licenses; Material Sharing Arrangements. (i)(1) Any Broadcast License of any Covenant Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Entities, taken as a whole, or (2) for any other reason (A) the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement), or (B) [Reserved], and in each case of clause (1) or (2), the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; (ii) any Nexstar/VIE Agreement 148 listed on Schedule 5.22 shall (1) be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and (iii) any Channel Sharing Agreement listed on Schedule 5.23 to which any Covenant Entity is a Channel Xxxxxx shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;

Material Licenses; Material Sharing Arrangements. (i)(1) Any Broadcast License of any Covenant Consolidated Group Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole, or (2) for any other reason (A) the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement), or (B) [Reserved]any Material VIE for any Shared Services Party Station (other than any Excluded VIE) shall fail to preserve and maintain its legal existence or any of its material rights, privileges or franchises (including the Broadcast Licenses) for such Shared Services Party Station (other than pursuant to any Disposition or other transaction not prohibited under the applicable VIE Credit Agreement or VIE Guarantee and Security Agreement applicable to such Material VIE), and in each case of clause (1) or (2), the occurrence of which could, individually or in the aggregate, reasonably be expected to 146 result in a Material Adverse Effect; (ii) any Nexstar/VIE Agreement listed on Schedule 5.22 shall (1) be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and (iii) any Channel Sharing Agreement listed on Schedule 5.23 to which any Covenant Entity or Loan Party is a Channel Xxxxxx shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;

Material Licenses; Material Sharing Arrangements. (i)(1) Any Broadcast License of any Covenant Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Entities, taken as a whole, or (2) for any other reason (A) the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement), or (B) [Reserved], and in each case of clause (1) or (2), the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; (ii) any Nexstar/VIE Agreement 154 listed on Schedule 5.22 shall (1) be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and (iii) any Channel Sharing Agreement listed on Schedule 5.23 to which any Covenant Entity is a Channel Xxxxxx shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;

Material Licenses; Material Sharing Arrangements. (i)(1) Any Broadcast License of any Covenant Consolidated Group Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole, or (2) for any other reason (A) the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement), or (B) [Reserved]any Material VIE for any Shared Services Party Station (other than any Excluded VIE) shall fail to preserve and maintain its legal existence or any of its material rights, privileges or franchises (including the Broadcast Licenses) for such Shared Services Party Station (other than pursuant to any Disposition or other transaction not prohibited under the applicable VIE Credit Agreement or VIE Guarantee and Security Agreement applicable to such Material VIE), and in each case of clause (1) or (2), the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; (ii) any Nexstar/VIE Agreement listed on Schedule 5.22 shall (1) be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and (iii) any Channel Sharing Agreement listed on Schedule 5.23 to which any Covenant Entity or Loan Party is a Channel Xxxxxx Sxxxxx shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request 170 of any Governmental Authority in a manner materially adverse to the interests of the Covenant Consolidated Group Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;