Properties and Licenses Sample Clauses

Properties and Licenses. (a) Each of the Borrower and the Subsidiary Loan Parties has good title to, or valid leasehold interests in, all its real and personal property material to its business (including its Mortgaged Properties), except for minor defects in title that do not interfere with its ability to conduct, in all material respects, its business as currently conducted or to utilize, in all material respects, such properties for their intended purposes. (b) Each of the Borrower and the Subsidiary Loan Parties owns, or is licensed to use, all trademarks, tradenames, copyrights, patents and other intellectual property material to its business, and the use thereof by the Borrower and the Subsidiary Loan Parties does not infringe upon the rights of any other Person, except for any such infringements that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (c) Schedule 3.05(c) sets forth the address of each real property that is owned or leased by the Borrower or any of the Subsidiary Loan Parties as of the Effective Date. (d) Schedule 3.05(d) sets forth all FCC Licenses existing as of the Effective Date (and the respective holders of such FCC Licenses) and all other licenses and permits in effect as of the Effective Date that are material to the business of the Borrower and the Subsidiary Loan Parties. Each of the FCC Licenses, and each other license or permit that is material to the business of the Borrower and the Subsidiary Loan Parties, is valid and in full force and effect, and the Borrower and the Subsidiary Loan Parties are in compliance in all material respects with the terms and conditions thereof. The Borrower has the right to utilize all FCC Licenses held by the License Subsidiaries.
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Properties and Licenses. 54 SECTION 3.06.
Properties and Licenses. 60 SECTION 3.06. Litigation and Environmental Matters.................................. 60 SECTION 3.07. Compliance with Laws and Agreements................................... 61 SECTION 3.08. Investment and Holding Company Status................................. 61 SECTION 3.09. Taxes................................................................. 61 SECTION 3.10. ERISA................................................................. 61 SECTION 3.11. Disclosure............................................................ 62 SECTION 3.12. Subsidiaries.......................................................... 62 SECTION 3.13. Insurance............................................................. 62 SECTION 3.14. Labor Matters......................................................... 62 SECTION 3.15. Supply Agreement...................................................... 63 SECTION 3.16. Security Agreement.................................................... 63 SECTION 3.17. Year 2000 Compliance.................................................. 63 ARTICLE IV Conditions
Properties and Licenses. (a) Each of the Borrower and the Subsidiary Loan Parties has good title to, or valid leasehold interests in, all the real and personal property material to its business (other than licenses, which are addressed in paragraph (d) of this Section), except for minor defects in title that do not interfere with its ability to conduct its business as currently conducted or proposed to be conducted. (b) Each of the Borrower and the Subsidiary Loan Parties owns, or is licensed to use, all trademarks, tradenames, copyrights, patents and other intellectual property material to its business, and the use thereof by the Borrower and the Subsidiary Loan Parties does not infringe upon the rights of any other Person, except for any such infringements that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (c) Schedule 3.05A sets forth the address of each real property that is owned or leased by the Borrower or any of its Subsidiaries as of the date of this Agreement after giving effect to the Transactions; provided, however, that -------- ------- such Schedule is required to disclose only leased properties which constitute MSC switch locations and leased properties whereat personal property or fixtures having an aggregate value of $1,000,000 or more are located. As of the Effective Date, neither Holdings, the Borrower nor any of its Subsidiaries has received notice of, or has knowledge of, any pending or contemplated condemnation proceeding affecting any Mortgaged Property or any sale or disposition thereof in lieu of condemnation. Neither any Mortgaged Property nor any interest therein is subject to any right of first refusal, option or other contractual right to purchase such Mortgaged Property or interest therein. (d) Schedule 3.05B sets forth all FCC Licenses existing as of the date of this Agreement (and the respective holders of such FCC Licenses) and all other licenses and permits in effect as of the date of this Agreement that are material to the business of the Borrower and the Subsidiary Loan Parties. Each of the FCC Licenses, and each other license or permit that is material to the business of the Borrower and the Subsidiary Loan Parties, is valid and in full force and effect, and the Borrower and the Subsidiary Loan Parties are in compliance with the terms and conditions thereof except where the failure to so comply could not, individually or in the aggregate, reasonably be expected to result in a Materia...
Properties and Licenses. (a) Each of the Loan Parties has good title to, or valid leasehold interests in, all the real and personal property material to its business, except for minor defects in title that do not interfere with its ability to conduct its business as currently conducted or to utilize such properties for their intended purposes. (b) Each of the Loan Parties owns, or is licensed to use, all trademarks, tradenames, copyrights, patents and other intellectual property material to its business, and the use thereof by the Loan Parties does not infringe upon the rights of any other Person, except for any such infringements that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (c) The certificates, licenses and approvals identified on Schedule 3.05 (the "Licenses") are all the certificates, licenses and approvals that have been issued or provided to the Parent or the Borrower by any Governmental Authority having jurisdiction over the telecommunications business, and each such License is in full force and effect and has not been revoked, cancelled, suspended or modified in an adverse way. Schedule 3.05 also accurately identifies and describes all applications ("Pending Applications") that have been made by the Parent or the Borrower to obtain any certificates, licenses or approvals from any Governmental Authority having jurisdiction over the telecommunications business. The Parent and the Borrower are not aware of any reason that any Governmental Authority would not approve the assignment to the Borrower of any License owned by the Parent or the assignment or the modification of any Pending Application made by the Parent so as to be made on behalf of the Borrower or the assignment to the Borrower of any certificates, licenses or approvals for which Pending Applications have been made. The Parent, the Borrower and the Subsidiaries have all licenses and permits that are material to the business of the Parent, the Borrower and the Subsidiaries except for the License with respect to New Mexico, which may or may not be material. Each license or permit that is material to the business of the Parent, the Borrower and the Subsidiaries, is valid and in full force and effect, and the Parent, the Borrower and the Subsidiaries are in compliance in all material respects with the terms and conditions thereof.
Properties and Licenses. (a) Each of the Loan Parties ------------------------ has good title to, or valid leasehold interests in, all the real and personal property material to its business owned or leased by it, except for defects in title that do not interfere with its ability to conduct its business as currently conducted and could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. (b) Each of the Loan Parties owns, or is licensed to use, all trademarks, tradenames, copyrights, patents and other intellectual property material to its business, and the use thereof by the Loan Parties does not infringe upon the rights of any other Person, except for any such infringements that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (c) Schedule 3.05 sets forth all FCC Licenses existing as of the Effective Date and all other licenses and permits in effect as of the Effective Date that are material to the business of the Borrower and the Restricted Subsidiaries. Each of the FCC Licenses, and each other license or permit that is material to the business of the Borrower and the Restricted Subsidiaries, is valid and in full force and effect, and the Borrower and the Restricted Subsidiaries are in compliance with the terms and conditions thereof except where the failure to so comply could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect.
Properties and Licenses. 37 Section 3.06. Litigation and Environmental Matters. . . . . . . . . . . . . 37 Section 3.07. Compliance with Laws and Agreements . . . . . . . . . . . . . 38 Section 3.08. Investment and Holding Company Status . . . . . . . . . . . . 38
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Properties and Licenses. (a) Each of the Loan Parties has good title to, or valid leasehold interests in, all the real and personal property material to its business, except for minor defects in title that do not interfere with its ability to conduct its business as currently conducted or to utilize such properties for their intended purposes. (b) Each of the Loan Parties owns, or is licensed to use, all trademarks, tradenames, copyrights, patents and other intellectual property material to its business, and the use thereof by the Loan Parties does not infringe upon the rights of any other Person, except for any such infringements that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (c) The Parent and the Restricted Subsidiaries have all licenses and permits that are material to the business of the Parent and the Restricted Subsidiaries. Each license or permit that is material to the business of the Parent and the Restricted Subsidiaries, is valid and in full force and effect, and the Parent and the Restricted Subsidiaries are in compliance in all material respects with the terms and conditions thereof.
Properties and Licenses. (i) On the date hereof, excluding the licenses described in Section 5.01(m) (and other spectrum or broadcasting licenses that are not Telecommunications Licenses), such Consolidated Group Member has good and marketable title to, or valid leasehold interests in, all of its properties and assets that are reflected on the consolidated balance sheet of the Parent as of December 31, 1999, referred to in Section 5.01(g) (i) except for such immaterial properties and assets as have been disposed of in the ordinary course of business and except for minor defects in title that do not interfere with the ability of such Consolidated Group Member to conduct its business as now conducted. All such assets and properties are so owned or held free and clear of all Liens, except Permitted Liens. (ii) Such Consolidated Group Member owns, or is licensed to use, all trademarks, trade names, copyrights, patents and other intellectual property material to its business, and the use thereof by such Consolidated Group Member does not infringe upon the rights of any other Person, except for any such infringements that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (iii) Such Consolidated Group Member has all licenses and permits that are material to the business of such Consolidated Group Member. Each license or permit that is material to the business of such Consolidated Group Member is valid and in full force and effect, and such Consolidated Group Member is in compliance in all material respects with the terms and conditions thereof.
Properties and Licenses. 48 SECTION 3.06. Litigation and Environmental Matters.................... 48 SECTION 3.07. Compliance with Laws and Agreements..................... 49 SECTION 3.08. Investment and Holding Company Status................... 49 SECTION 3.09.
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