Sale of License or Loss of Market. (a) Clearwire and its Controlled Affiliates may propose to enter into a definitive agreement for, or otherwise consummate, a sale, transfer, license, lease or other disposition of any BRS license and/or lease of excess capacity on any EBS or BRS license (each a “Disposed License”) covering all or any portion of a Market such that Clearwire and its Controlled Affiliates will no longer provide, or have the capability of providing, Wireless Broadband Services in that Market in a manner consistent with the Wireless Broadband Services then made available in other Markets (as opposed to a sale, transfer, or other distribution of a spectrum license which Clearwire deems to be excess capacity, or a spectrum license which when aggregate with all other spectrum licenses held by Clearwire does not result in Clearwire having the necessary spectrum to launch or support commercial Wireless Broadband Services in that Market) (each such transaction, a “Sale of License”). In the event of a Sale of License in a Market or portion thereof, Clearwire shall use its commercially reasonable efforts to cause such purchaser of such Disposed License to enter into a written agreement with the SIG Parties then party to this Agreement pursuant to which such purchaser will provide [*****] written agreement, a “Service Assumption Agreement”).
Sale of License or Loss of Market. (a) If Sprint or any of its Controlled Affiliates proposes to enter into a definitive agreement for, or otherwise consummate, a sale, transfer, license, lease or other disposition of any PCS License covering all or any portion of a Market (each, a “Sale of License”), Sprint shall use its commercially reasonable efforts to cause such purchaser of such PCS License to enter into a written agreement with the SIG Parties then party to this Agreement pursuant to which such purchaser will provide, on terms and conditions satisfactory to such SIG Parties, substantially equivalent services to the PCS Service (including as to quality of service and pricing) in such Market (or portion thereof) to which such Sale of License relates (any such written agreement, a “Service Assumption Agreement”); provided, however, that under no circumstance shall Sprint or any of its Controlled Affiliates enter into a definitive agreement for, or otherwise consummate, a Sale of License with any purchaser for which a Service Assumption Agreement is not entered into with respect to the applicable Market (or portion thereof) to which such Sale of License relates if (x) such purchaser were to assume, in connection with such Sale of License, Confidential Information — Subject to Nondisclosure Obligations Sprint’s obligations to provide 2G or 3G PCS service to any other reseller in such Market (or portion thereof) or (y) such purchaser is an Affiliate of Sprint; provided, further, that if a Service Assumption Agreement is not entered into with respect to the applicable Market (or portion thereof) to which such Sale of License relates, Sprint shall require, as a condition of such Sale of License, that such purchaser provide the PCS Service in accordance with the terms of this Agreement in such Market (or portion thereof) for at least [*****] following such Sale of License (it being understood that Sprint shall be responsible for any failure by such purchaser to provide, in accordance with the terms of this Agreement, the PCS Service in such Market (or portion thereof) during such [*****] period and any such failure shall be deemed, for purposes of this Agreement, to constitute a breach by Sprint of its obligations hereunder). If, in connection with any Sale of License, a Service Assumption Agreement is entered into:
