Telecommunications Licenses Sample Clauses

Telecommunications Licenses. Section 2.21(a) Transaction Securities. Section 2.5
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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.
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Telecommunications Licenses. (a) Section 2.34(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 respective business as currently conducted. Except as set forth in Section 2.34(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 respective business as currently conducted.
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Telecommunications Licenses. 21 2.22. Licenses, Permits and Rights-of-Way............................21 2.23.
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Telecommunications Licenses. (i) Set forth on Schedule 12(cc) is a true and correct description of all Telecommunications Licenses issued in the name of or assigned to any Company or any Subsidiary of any Company and all such Telecommunication Licenses are in full force and effect and have been duly and validly issued in the name of, or validly assigned to, the applicable Company and/or its respective Subsidiary, as applicable, and true, complete and correct copies of each Telecommunications License have been delivered to Laurus. None of the Telecommunications Licenses is subject to any conditions or requirements that are not generally imposed by the FCC, applicable State PUC or applicable Foreign Regulatory Authority upon holders of such Telecommunications Licenses. The Telecommunications Licenses set forth on Schedule 12(cc) are the only material licenses, permits, authorizations, consents or approvals required from the FCC, any applicable State PUC or Foreign Regulatory Authority for the operation of the telecommunications or communications businesses of the Companies and their Subsidiaries as those businesses are currently conducted.
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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.
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Telecommunications Licenses. (a) Section 2.34(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 respective business as currently conducted. Except as set forth in Section 2.34(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 respective business as currently conducted.
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Related to Telecommunications Licenses

  • FCC Licenses (a) No Holding Company owns any Broadcast License. Schedule 5.21 accurately and completely lists, as of the Closing Date, for each Station, all Broadcast Licenses granted or assigned to the Covenant Entities, or under which the Covenant Entities have the right to operate such Station. The Broadcast Licenses listed in Schedule 5.21 with respect to any Station include all material authorizations, licenses and permits issued by the FCC that are required or necessary for the operation of such Station, and the conduct of the business of the Covenant Entities with respect to such Station, as now conducted. On the Closing Date, the Broadcast Licenses listed in Schedule 5.21 granted or assigned to the Covenant Entities are validly issued and in full force and effect without any material condition imposed by the FCC, except those applicable generally to stations of the type, nature, class or location of the Stations in question, and the Covenant Entities have fulfilled and performed in all material respects all of their material obligations under the terms and conditions of such Broadcast Licenses and the Communications Laws and have full power and authority to operate material Broadcast Licenses.

  • 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.

  • In-Licenses Each Party will use Commercially Reasonable Efforts to maintain Control of all Patents, and Know-How licensed to such Party under the In-Licenses to which such Party is the contracting party. Each Party will use Commercially Reasonable Efforts not to materially breach or be in material default under any of its obligations under any In-License to which such Party is the contracting party that would be necessary or useful for the other Party to Research, Develop, Manufacture and Commercialize any Antibody Candidates or Licensed Products in the Field in such Party’s Territory pursuant to this Agreement. Each Party will not terminate any In-License to which such Party is the contracting party in a manner that would terminate rights that are sublicensed to the other Party. In the event that a Party receives notice of an alleged breach by such Party under an In-License to which it is a party and for which termination of such In-License is being sought by the counterparty, then such Party will promptly, but in no event less than [***] thereafter, provide written notice thereof to the other Party and grant the other Party the right (but not the obligation) to cure such alleged breach. In the event that a Party intends to materially amend an In-License to which it is a party, then such Party will promptly, but in no event less than [***] before, provide written notice thereof to the other Party and grant the other Party the right (but not the obligation), acting reasonably, to reject any amendment that would either increase the receiving Party’s obligations under this Agreement, including any financial obligations or decrease the receiving Party’s rights under this Agreement. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

  • Permits, Licenses Copies of any permits, licenses, or other similar documents in Seller’s possession relating to the use, occupancy or operation of the Property; and

  • Licenses Except as would not have a Material Adverse Effect, each Acquiror Company possesses from the appropriate Governmental Authority all licenses, permits, authorizations, approvals, franchises and rights that are necessary for such Acquiror Company to engage in its business as currently conducted and to permit such Acquiror Company to own and use its properties and assets in the manner in which it currently owns and uses such properties and assets (collectively, "Acquiror Permits"). No Acquiror Company has received notice from any Governmental Authority or other Person that there is lacking any license, permit, authorization, approval, franchise or right necessary for such Acquiror Company to engage in its business as currently conducted and to permit such Acquiror Company to own and use its properties and assets in the manner in which it currently owns and uses such properties and assets. Except as would not have a Material Adverse Effect, the Acquiror Permits are valid and in full force and effect. Except as would not have a Material Adverse Effect, no event has occurred or circumstance exists that may (with or without notice or lapse of time): (a) constitute or result, directly or indirectly, in a violation of or a failure to comply with any Acquiror Permit; or (b) result, directly or indirectly, in the revocation, withdrawal, suspension, cancellation or termination of, or any modification to, any Acquiror Permit. No Acquiror Company has received notice from any Governmental Authority or any other Person regarding: (a) any actual, alleged, possible or potential contravention of any Acquiror Permit; or (b) any actual, proposed, possible or potential revocation, withdrawal, suspension, cancellation, termination of, or modification to, any Acquiror Permit. All applications required to have been filed for the renewal of such Company Permits have been duly filed on a timely basis with the appropriate Persons, and all other filings required to have been made with respect to such Acquiror Permits have been duly made on a timely basis with the appropriate Persons. All Acquiror Permits are renewable by their terms or in the ordinary course of business without the need to comply with any special qualification procedures or to pay any amounts other than routine fees or similar charges, all of which have, to the extent due, been duly paid.

  • 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.

  • PERMITS, LICENSES AND GOVERNMENTAL AUTHORIZATIONS All building or other permits, certificates of occupancy, concessions, grants, franchises, licenses, certificates of need and other governmental authorizations and approvals required for the conduct of the Business or the use of the Assets, or waivers thereof, have been duly obtained and are in full force and effect and are described on EXHIBIT 2.3. There are no proceedings pending or, to the knowledge of Company and Shareholders, threatened, which may result in the revocation, cancellation or suspension, or any adverse modification, of any such licenses or permits.

  • 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.

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