Specified Licenses Clause Samples

Specified Licenses. (a) Each Loan Party holds such validly issued licenses and authorizations as are necessary to operate as they are currently operated (collectively, the “Specified Licenses”), and each such Specified License is in full force and effect. The Specified Licenses of each Loan Party as of the Closing Date are listed on Schedule 6.23, and each of such Specified Licenses has the expiration date indicated on Schedule 6.23. (b) No Loan Party has knowledge, after diligent inquiry and investigation, of any condition imposed by any Governmental Authority as part of any Specified License which is neither set forth on the face thereof as issued by such Governmental Authority nor contained in the rules and regulations of such Governmental Authority applicable generally to stations of the type, nature, class or location of the business of such Loan Party. Each Loan Party has been and is being operated in all material respects in accordance with the terms and conditions of the Specified Licenses applicable to it and the law, rules and regulations applicable to it. (c) No proceedings are pending, or to the Loan Parties’ knowledge after diligent inquiry and investigation, are threatened, which may result in the revocation, modification, non-renewal or suspension of any of the Specified Licenses, the denial of any pending applications, the issuance of any cease and desist order or the imposition of any fines, forfeitures or other administrative actions by any Governmental Authority with respect to it or its operation, other than any matters which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. (d) All reports, applications and other documents required to be filed by the Loan Parties with any Governmental Authority with respect to its respective business or Specified License(s) have been timely filed, and all such reports, applications and documents are true, correct and complete in all respects, except where the failure to make such timely filing or any inaccuracy therein could not reasonably be expected to have a Material Adverse Effect, and no Loan Party has knowledge, after diligent inquiry and investigation, of any matters which could reasonably be expected to result in the suspension or revocation of or the refusal to renew any of the Specified Licenses or the imposition on any Loan Party of any material fines or forfeitures by any Governmental Authority, or which could reasonably be expected to result in the revocati...
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Specified Licenses. As promptly as practicable following the date hereof, and in any event no later than twenty (20) days following the date hereof, Seller shall enter into discussions with the third-party software provider listed on Schedule 5.31, its Affiliates or Subsidiaries (collectively, the “Specified Software Provider”) in order to determine whether Seller or its Affiliates or third-party providers have obtained the necessary number of appropriate licenses for, or otherwise obtained all necessary rights in respect of, any software or services provided by the Specified Software Provider as used by the Business as of the date hereof, and have made all required payments for such licenses or rights. If, on the basis of such discussions, Seller or the Specified Software Provider determines that Seller or any of its Affiliates or third-party providers did not or do not have sufficient licenses or other rights, or failed to make such required payments, Seller shall reasonably cooperate with the Specified Software Provider to promptly obtain from the Specified Software Provider all such additional licenses or other rights, and promptly make all such necessary payments. Seller shall bear all costs and expenses associated with the actions contemplated by this Section 5.31, including the cost and expense of obtaining any such licenses or rights or making any such payments. For the avoidance of doubt, none of the foregoing costs and expenses shall be included in any fees set forth in the Transition Services Agreement.
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Specified Licenses. The Company shall provide the Purchasers with copies of any notices delivered under or with respect to any Specified License, shall provide the Purchasers with prompt written notice of any default under any Specified License, shall not waive or amend any term of any Specified License or agree to any increase in the amount or acceleration of the payment of any Monetization Expenses in each case without the prior written consent of the Majority Purchasers, and shall timely pay all Monetization Expenses when and as due with respect to such Specified License.
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Specified Licenses. Subject to the time period set forth in Section 8.17(d), the Loan Parties shall, and shall cause any Specified License or other FCC or government license, permit, or authorization material to the operation of the Loan Parties’ business to be held by a Specified License Subsidiary.
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Specified Licenses. Specified License Agreement Licensed Territories
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Related to Specified Licenses

  • No Implied Licenses Except as explicitly set forth in this Agreement, neither Party shall be deemed by estoppel or implication to have granted the other Party any license or other right to any intellectual property of such Party.

  • No Implied License Except for the express license in Section 2.1, Intel does not grant any express or implied licenses to you under any legal theory. Intel does not license You to make, have made, use, sell, or import any Intel technology or third-party products, or perform any patented process, even if referenced in the Materials. Any other licenses from Intel require additional consideration. Nothing in this Agreement requires Intel to grant any additional license.

  • Inbound Licenses Except as disclosed on the Schedule, Borrower is not a party to, nor is bound by, any license or other agreement that prohibits or otherwise restricts Borrower from granting a security interest in Borrower’s interest in such license or agreement or any other property.

  • Other Licenses Nothing contained in this Agreement shall be construed as conferring by implication, estoppel or otherwise upon either Party any license or other right except the licenses and rights expressly granted under this Agreement.

  • Outbound Licenses Part 2.7(d) of the Disclosure Schedule accurately identifies each Contract pursuant to which any Person has been granted any license under, or otherwise has received or acquired any right (whether or not currently exercisable) or interest in, any Seller IP. The Seller is not bound by, and no Seller IP is subject to, any Contract containing any covenant or other provision that in any way limits or restricts the ability of the Seller to use, exploit, assert, or enforce any Seller IP anywhere in the world.