Obligation to Renegotiate. In the event of any order or decree of an administrative agency or court of competent jurisdiction or any other action or determination by any Governmental Entity, including without limitation any material change in or clarification of FCC or State PUC rules, policies, or precedent, that would cause this Agreement to be invalid, in whole or in part, or violate any applicable Law, or if the staff of any State PUC has advised the parties, orally or in writing, that the review of any request by the parties for authority for the transactions contemplated hereby will be inordinately delayed or will likely be determined adversely to the parties, the parties will use their respective reasonable efforts and negotiate in good faith to modify this Agreement to the minimum extent necessary so as to comply with such order, decree, action or determination and/or remove any controversy identified by such Government Entity without material economic detriment to either party, and to effect the original intent of the parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the fullest extent possible. This Agreement, as so modified, shall then continue in full force and effect. If after fulfilling the obligation to renegotiate set forth in this section, the parties mutually determine that they cannot modify this Agreement to comply with a Government Entity order, decree, action, determination, or remove a controversy identified by such State PUC, Manager may elect not to pursue the transfer or assignment of any affected Non-Transferred Assets.
Obligation to Renegotiate. If any Permit, Regulatory Approval or Lender Approval with respect to the Project is not obtained or is obtained but such approval is conditioned on the adoption of terms and conditions materially different from those requested and would have a Material Adverse Effect on one or both of the Parties, the Parties agree to renegotiate the terms and conditions of this Agreement so as to restore the Parties as nearly as possible to the positions they would have been in had the Regulatory Approvals and Lender Approvals for this Agreement and the Project been granted as requested. In the event the Parties are unable to renegotiate this Agreement in a manner acceptable to the affected Party(ies), the affected Party may terminate this Agreement as set forth in Section 3.
Obligation to Renegotiate. In the event of any order or decree of an administrative agency or court of competent jurisdiction, including without limitation any material change or clarification in any applicable laws or regulations that would cause this Agreement to be invalid or violate any applicable laws or regulations and such law or regulation has become effective and has not yet been stayed, the parties will use their respective best efforts and negotiate in good faith to modify this Agreement to the minimum extent necessary as so to comply with such applicable law or regulation without material economic detriment to either party, and this Agreement, as so modified, shall then continue in full force and effect.
Obligation to Renegotiate. In the event of any order or decree of an administrative agency or court of competent jurisdiction, including, without limitation, any material change or clarification in FCC rules, policies, or precedent, that would cause this Management Agreement to be invalid or violate any applicable law, and such order or decree has become effective and has not yet been stayed, the parties will use their respective best efforts to negotiate in good faith to modify this Management Agreement to the minimum extent necessary so as to comply with such order or decree without material economic detriment to either part, and this Management Agreement, as so modified, shall then continue in full force and effect.
Obligation to Renegotiate. If, at 5:00 p.m. EST on the first day of the month in which the Closing Date is to occur, there is a difference of greater than 100 basis points between the rate on the 30-year United States Treasury Bond then in effect and the Applicable Rate, then at the option of either party, this Agreement and the rights and obligations of the parties hereunder shall terminate; provided, however, that for a period of thirty (30) days thereafter, the parties shall have an obligation to negotiate in good faith toward an agreement that would provide the parties with the relative benefits and obligations described herein, while minimizing the economic impact of the change in interest rates.
Obligation to Renegotiate. In the event of any order or decree of an administrative agency or court of competent jurisdiction or any other action or determination by any governmental authority, including, without limitation, any material change or clarification in FCC or state regulatory commission rules, policies, or precedent, that would cause this Management Agreement to be invalid or violate any applicable law, the Parties shall use their respective best efforts and negotiate in good faith to modify this Management Agreement to the minimum extent necessary so as to comply with such order or decree without material economic detriment to either Party (and without deviation from the terms of the Asset Purchase Agreement), and this Management Agreement, as so modified, shall then continue in full force and effect.
