Representations, Warranties and Covenants of Licensee. Licensee represents, warrants and covenants that: (a) The execution, delivery and performance by Licensee of this Agreement, the fulfillment of and the compliance with the terms and provisions hereof, and the consummation by Licensee of the transactions contemplated hereby have been duly authorized by all requisite corporate action (which authorization has not been modified or rescinded and is in full force and effect), and do not and will not: (i) conflict with, or violate any provision of, any Law having applicability to Licensee or any affiliate of Licensee; (ii) conflict with, or result in any breach of, or constitute a default under, any agreement to which Licensee is a party or by which Licensee is bound; or (iii) result in or require the creation or imposition of or result in the acceleration of any indebtedness, or of any mortgage, lien, pledge, encumbrance, security interest, deed of trust, option, encroachment, reservation, order, decree, judgment, restriction, charge, agreement, claim or equity of any kind (“Encumbrance”) of any nature upon, or with respect to, Licensee or any of the assets now owned or hereafter acquired by Licensee. No other action is necessary for Licensee to enter into this Agreement and to consummate the transactions contemplated hereby. (b) This Agreement constitutes a valid and binding obligation of Licensee, enforceable in accordance with its terms. (c) Licensee currently is the holder of the authorizations related to the Station listed on Schedule 7.1 attached hereto.
Appears in 3 contracts
Samples: Time Brokerage Agreement (Hispanic Broadcasting Corp), Time Brokerage Agreement (Big City Radio Inc), Time Brokerage Agreement (Hispanic Broadcasting Corp)
Representations, Warranties and Covenants of Licensee. Licensee represents, warrants and covenants that:
(a) The execution, delivery and performance by Licensee of this Agreement, the fulfillment of and the compliance with the terms and provisions hereof, and the consummation by Licensee of the transactions contemplated hereby have been duly authorized by all requisite corporate action (which authorization has not been modified or rescinded and is in full force and effect), and do not and will not: (i) conflict with, or violate any provision of, any Law having applicability to Licensee or any affiliate of Licensee; (ii) conflict with, or result in any breach of, or constitute a default under, any agreement to which Licensee is a party or by which Licensee is bound; or (iii) result in or require the creation or imposition of or result in the acceleration of any indebtedness, or of any mortgage, lien, pledge, encumbrance, security interest, deed of trust, option, encroachment, reservation, order, decree, judgment, restriction, charge, agreement, claim or equity of any kind (“"Encumbrance”") of any nature upon, or with respect to, Licensee or any of the assets now owned or hereafter acquired by Licensee. No other action is necessary for Licensee to enter into this Agreement and to consummate the transactions contemplated hereby.
(b) This Agreement constitutes a valid and binding obligation of Licensee, enforceable in accordance with its terms.
(c) Licensee currently is the holder of the authorizations related to each of the Station Stations listed on Schedule 7.1 attached hereto.
Appears in 2 contracts
Samples: Time Brokerage Agreement (Spanish Broadcasting System Inc), Time Brokerage Agreement (Big City Radio Inc)
Representations, Warranties and Covenants of Licensee. Licensee represents, warrants and covenants that:
(a) The execution, delivery and performance by Licensee of this Agreement, the fulfillment of and the compliance with the terms and provisions hereof, and the consummation by Licensee of the transactions contemplated hereby have been duly authorized by all requisite corporate action (which authorization has not been modified or rescinded and is in full force and effect), and do not and will not: (i) conflict with, or violate any provision of, any Law having applicability to Licensee or any affiliate of Licensee or any provision of the organizational documents of Licensee; (ii) conflict with, or result in any breach of, or constitute a default under, any agreement to which Licensee is a party or by which Licensee is bound; or (iii) result in or require the creation or imposition of or result in the acceleration of any indebtedness, or of any mortgage, lien, pledge, encumbrance, security interest, deed of trust, option, encroachment, reservation, order, decree, judgment, restriction, charge, agreement, claim or equity of any kind (“"Encumbrance”") of any nature upon, or with respect to, Licensee or any of the assets now owned or hereafter acquired by Licensee. No other action is necessary for Licensee to enter into this Agreement and to consummate the transactions contemplated hereby.
(b) This Agreement constitutes a valid and binding obligation of Licensee, enforceable in accordance with its terms.
(c) Licensee currently is the holder of the authorizations related to each of the Station Stations listed on Schedule 7.1 attached hereto.
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