Telecommunications Licenses Sample Clauses

Telecommunications Licenses. (a) Except as set forth on Schedule 2.20(a), the Corporation holds all licenses, permits, certificates, waivers, consents, franchises, orders, approvals and authorizations issuable under the Telecommunications Act or other similar Canadian or U.S. statutes which are required for the development, implementation and operation of the Corporation's business as it is currently being conducted (collectively, the "Telecommunications Licenses"). The WFI Entities are in material compliance with each Telecommunications License held by them. The Telecommunications Licenses held by each WFI Entity contain no restrictions or conditions attaching to the Telecommunications Licenses that are (or would be) materially burdensome to the WFI Entities. (b) All of the WFI Entities have timely filed all renewal applications with respect to all Telecommunications Licenses held by any of them and no protests or competing applications have been filed that are either available to the Corporation or of which the Corporation has knowledge with respect to such renewal applications and nothing has come to the Corporation's attention that would lead it to conclude that such renewal applications will not be granted by the appropriate regulatory agency or body in the ordinary course and the WFI Entities are authorized under the Communications statutes and the rules and regulations promulgated thereunder to continue to provide the services which are the subject of such renewal applications during the pendency thereof. (c) The business of the WFI Entities as it is presently being conducted and proposed to be conducted in Canada is not regulated by any federal, state or provincial utility or rate-regulating commission, other than the CRTC and Industry Canada, in the areas in which any WFI Entity conducts or proposes to conduct such business, and the WFI Entities are not, and based on existing regulations will not be, required to obtain any Telecommunications License from any such utility or rate-regulating commission, other than the CRTC and Industry Canada, in any such state or province.
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Telecommunications Licenses. (a) SECTION 2.35(a) of the Target Disclosure Schedule contains a complete list of all Federal Communications Commission ("FCC") licenses and authorizations held by Target (the "FCC LICENSES"), and all state certificates of public convenience and necessity and other operating authorizations issued by state public utility commissions or similar state governmental agencies (collectively, "PUCs") (such PUC certificates and authorizations collectively, the "STATE AUTHORIZATIONS," and together with the FCC Licenses, the "TELECOMMUNICATIONS LICENSES"). The FCC Licenses are all of the licenses, authorizations, consents and approvals necessary from the FCC for each of Target and the Target Subsidiaries to conduct its business as currently conducted. Except as set forth in SECTION 2.35(a) of the Target Disclosure Schedule, the State Authorizations are all of the licenses, authorizations, consents and approvals necessary from the PUCs for each of Target and the Target Subsidiaries to conduct its business as currently conducted. (b) Except as described in SECTION 2.35(b) of the Target Disclosure Schedule (the "REQUIRED TELECOMMUNICATIONS CONSENTS"), there is no consent, approval, authorization, or order of, or filing with, the FCC or any other federal, state or local governmental or regulatory authority, or consent, approval, authorization, agreement or verification of or by any of the customers of Target or any of the Target Subsidiaries, that is required to consummate the transactions contemplated by this Agreement and for the Surviving Corporation to continue operating the business of Target or the business of the Target Subsidiaries in the same manner as Target and the Target Subsidiaries currently conduct business; (c) Target and each of the Target Subsidiaries have at all times been in compliance with the Communications Act of 1934, as amended, and the FCC rules, regulations and policies, including the FCC rules, regulations and policies concerning "slamming," as well as all applicable state regulation of local exchange and inter-exchange telecommunications services, including the rules concerning "slamming", and has timely and completely performed all obligations imposed on Target and the Target Subsidiaries thereunder; and (d) The Telecommunications Licenses are valid and in full force and effect, unimpaired by any material condition and under the exclusive control of Target or any of the Target Subsidiaries, and Target and each of the Target Subsidiaries have...
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Telecommunications Licenses. Section 2.21(a) Transaction Securities. Section 2.5
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Telecommunications Licenses. 21 2.22. Licenses, Permits and Rights-of-Way............................21 2.23.
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Telecommunications Licenses. (a) Section 2.22 of the Disclosure Schedule lists all of the licenses, registrations and authorizations issued by the FCC, Industry Canada or the CRTC in the Company’s favour, including fixed microwave and other radio or radio communication authorizations and licenses (collectively, the “Telecommunications Licenses”), together with the name of the licensee or authorization holder, the expiration date of the Telecommunications Licenses and, where applicable, the relevant FCC, Industry Canada or the CRTC market and service designations. The Telecommunications Licenses set forth on Section 2.22 of the Disclosure Schedule constitute all authorizations necessary pursuant to applicable Law on the date hereof from the FCC, Industry Canada or the CRTC for the operation of the Company’s business as currently conducted. Each Telecommunications License is in full force and effect and has not been suspended, revoked, cancelled or adversely modified in a material manner. No Telecommunications License is subject to any pending regulatory proceeding (other than those affecting the telecommunications industry generally or holders of similar licenses generally) before a Governmental Authority or judicial review. To the knowledge of the Company, no event, condition or circumstance would preclude any Telecommunications License from being renewed in the ordinary course (to the extent that such Telecommunications License is renewable by its terms). The licensee of each Telecommunications License is in material compliance with the terms of, and all applicable Law that applies to, each Telecommunications License and has fulfilled and performed all of its obligations with respect thereto, including all reports, notifications and applications required by the Communications Act of 1934 (as amended) (USA), the FCC Rules, the Telecommunications Act (Canada), the Radiocommunication Act (Canada) and any rules, policies or regulations made pursuant thereto, and the payment of all regulatory fees, required research and development investment(s), contributions to the Universal Service Fund, the TRS Fund and all other such funds to which contributions are required by the FCC Rules, and the Telecommunications Act (Canada), the Radiocommunication Act (Canada) and any rules, policies or regulations made pursuant thereto, including the contribution and HCSA subsidy regimes, if applicable. (b) Section 2.22 of the Disclosure Schedule lists all telecommunications Permits issued by any provincial,...
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Related to Telecommunications Licenses

  • FCC Licenses (a) Each Mission Entity, and each Restricted Subsidiary of each such entity, holds such validly issued Broadcast Licenses as are necessary to operate the Stations as they are currently operated, and each such Broadcast License is in full force and effect (it being recognized that, as indicated on Schedules 5.22, certain Stations may, from time to time, operate pursuant to Special Temporary Authority granted by the FCC). The Stations, together with Broadcast Licenses, are identified on Schedule 5.22, and each such Broadcast License has the expiration date set forth on Schedule 5.22. (b) No Mission Entity has knowledge of any condition imposed by the FCC as part of any Broadcast License which is neither set forth on the face thereof as issued by the FCC nor contained in the Communications Laws applicable generally to stations of the type, nature, class or location of the Station in question. Except as otherwise set forth on Schedules 5.22 and 5.22(c), each Station has been and is being operated in all material respects in accordance with the terms and conditions of the Broadcast Licenses applicable to it and the Communications Laws. (c) Except as otherwise set forth on Schedule 5.22(c), no proceedings are pending or, to the knowledge of any Mission Entity or any Restricted Subsidiary are threatened which may result in the revocation, modification, non-renewal or suspension of any applicable Broadcast License of such Mission Entity, 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 the FCC with respect to any Station, or its operation, other than (i) any proceedings which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect and (ii) proceedings affecting the television broadcasting industry in general. (d) All reports, applications and other documents required to be filed by the Mission Entities and their Restricted Subsidiaries with the FCC with respect to the Stations, 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 except as otherwise set forth on Schedule 5.22(c), no Mission Entity nor any Restricted Subsidiary of a Mission Entity has knowledge of any matters which could reasonably be expected to result in the suspension or revocation of or the refusal to renew any Broadcast License or the imposition on any Mission Entity or any Restricted Subsidiary of any material fines or forfeitures by the FCC, or which could reasonably be expected to result in the revocation, rescission, reversal or material adverse modification of the authorization of any Broadcast License. (e) There are no unsatisfied or otherwise outstanding citations issued by the FCC with respect to any Station or its operations.

  • Software Licenses Seller has all necessary licenses to use all material third-party software used in Seller's business, and Seller's use of third-party software does not infringe the rights of any Person.

  • Permits/Licenses Contractor and all Contractor’s employees or agents shall secure and maintain in force such permits and licenses as are required by law in connection with the furnishing of services pursuant to this Contract.

  • Licenses Awarded Vendor shall maintain, in current status, all federal, state and local licenses, bonds and permits required for the operation of the business conducted by awarded Vendor. Awarded Vendor shall remain reasonably fully informed of and in compliance with all ordinances and regulations pertaining to the lawful provision of goods or services under the Agreement. TIPS and TIPS Members reserves the right to stop work and/or cancel an order or terminate this or any other sales Agreement of any awarded Vendor whose license(s) required for performance under this Agreement have expired, lapsed, are suspended or terminated subject to a 30-day cure period unless prohibited by applicable statue or regulation.

  • Permits, Licenses, Etc Each of the Borrower and its Subsidiaries possesses all permits, licenses, patents, patent rights or licenses, trademarks, trademark rights, trade names rights, and copyrights which are material to the conduct of its business. Each of the Borrower and its Subsidiaries manages and operates its business in accordance with all applicable Legal Requirements except where the failure to so manage or operate could not reasonably be expected to result in a Material Adverse Change; provided that this Section 4.14 does not apply with respect to Environmental Permits.

  • 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.

  • Consents, Licenses and Approvals The Administrative Agent shall have received, with a counterpart for each Lender, a certificate of a Responsible Officer of the Borrower (i) attaching copies of all consents, authorizations and filings referred to in Section 5.4, and (ii) stating that such consents, licenses and filings are in full force and effect, and each such consent, authorization and filing shall be in form and substance satisfactory to the Administrative Agent.

  • 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.

  • State Business Licenses The Servicer or the Certificateholder shall prepare and instruct the Trust to file each state business license (and any renewal thereof) required to be filed under applicable state law without further consent or instruction from the Instructing Party (as defined in the Trust Agreement), including a Sales Finance Company Application (and any renewal thereof) with the Pennsylvania Department of Banking, Licensing Division, and a Financial Regulation Application (and any renewal thereof) with the Maryland Department of Labor, Licensing and Regulation.

  • 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.

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