Control of Operations Prior to Closing Date Sample Clauses

Control of Operations Prior to Closing Date. Notwithstanding anything contained herein to the contrary, the sale of the Purchased Assets contemplated hereby shall not be consummated prior to the grant by the FCC of the FCC Consent. The Seller Parties and the Buyer acknowledge and agree that at all times commencing on the date hereof and ending on the Closing Date, (x) nothing in this Agreement, including Section 5.4, shall be construed to give the Buyer any right to, control, direct or otherwise supervise, or attempt to control, direct or otherwise supervise, any of the management or operations of the Station and (y) the Seller Parties shall have complete control and supervision of the programming, operations, policies and all other matters relating to the Station.
Sample 1Sample 2Sample 3See All (7)
AutoNDA by SimpleDocs
Control of Operations Prior to Closing Date. Notwithstanding anything contained herein or in the TBA to the contrary, the Closing shall not be consummated prior to the grant by the FCC of the FCC Consent. Tribune Denver and Optionee acknowledge and agree that at all times commencing on the date hereof and ending on the Closing Date, except as set forth in and pursuant to the terms and conditions of the TBA, neither Optionee nor any of its employees, agents or representatives, directly or indirectly, shall, or have any right to, control, direct or otherwise supervise, or attempt to control, direct or otherwise supervise any of the management or operations of the Stations, it being understood that the operation, management, control and supervision of all programs, equipment, operations and other activities of the Stations shall be the sole responsibility, and at all times prior to the Closing Date remain within the complete control and discretion, of Tribune Denver, subject to the terms of Section 6.4 of this Agreement and the provisions of the TBA.
Sample 1
Control of Operations Prior to Closing Date. Notwithstanding anything contained herein to the contrary, the Closing shall not be consummated prior to the grant by the FCC of the FCC Order. Tribune and Xxxxxxxx acknowledge and agree that at all times commencing on the date hereof and ending on the Closing Date, (i) neither Xxxxxxxx, the Xxxxxxxx Sub nor any of their employees, agents or representatives, directly or indirectly, shall, or have any right to, control, direct or otherwise supervise, or attempt to control, direct or otherwise supervise any of the management or operations of the Tribune Stations, it being understood that the operation, management, control and supervision of all programs, equipment, operations and other activities of the Tribune Stations shall be the sole responsibility, and at all times prior to the Closing Date remain within the complete control and discretion, of the Tribune Subs, subject to the terms of Section 4.4 of this Agreement and (ii) neither Tribune, the Tribune Subs nor any of their employees, agents or representatives, directly or indirectly, shall, or have any right to, control, direct or otherwise supervise, or attempt to control, direct or otherwise supervise any of the management or operations of the Xxxxx Station, it being understood that the operation, management, control and supervision of all programs, equipment, operations and other activities of the Xxxxx Station shall be the sole responsibility, and at all times prior to the Closing Date remain within the complete control and discretion of KTC prior to the consummation of the Xxxxx Merger and the Xxxxxxxx Sub, subject to the terms of Section 6.01 of the Xxxxx Merger Agreement and the Xxxxxxxx Sub from the consummation of the Xxxxx Merger to the Closing Date.
Sample 1Sample 2
Control of Operations Prior to Closing Date. Notwithstanding anything contained herein to the contrary, ------------------------------------------- the Closing shall not be consummated prior to the grant by the FCC of the FCC Consent. The Emmis Entities and Buyer acknowledge and agree that at all times commencing on the date hereof and ending on the Closing Date, neither Buyer nor any of its employees, agents or representatives, directly or indirectly, shall, or have any right to, control, direct or otherwise supervise, or attempt to control, direct or otherwise supervise any of the management or operations of the Station, it being understood that the operation, management, control and supervision of all programs, equipment, operations and other activities of the Station shall be the sole responsibility, and at all times prior to the Closing Date remain within the complete control and discretion, of the Emmis Entities, subject to the terms of Section 5.4 of ----------- this Agreement.
Sample 1
Control of Operations Prior to Closing Date. Notwithstanding anything contained herein to the contrary, the Closing shall not be consummated prior to the grant by the FCC of the FCC Consent. Parent and Buyer acknowledge and agree that at all times commencing on the date hereof and ending on the Closing Date, neither Buyer, Parent, Seller nor any of their respective employees, agents or representatives, directly or indirectly, shall, or have any right to, control, direct or otherwise supervise, or attempt to control, direct or otherwise supervise any of the management or operations of the Station.
Sample 1
Control of Operations Prior to Closing Date. Notwithstanding anything contained herein to the contrary, the Closing shall not be consummated prior to the grant of the FCC Consent. The ACME Entities and Buyer acknowledge and agree that at all times commencing on the date hereof and ending on the Closing Date, neither Buyer nor any of its employees, agents or representatives, directly or indirectly, shall, or have any right to, control, direct or otherwise supervise, or attempt to control, direct or otherwise supervise any of the management or operations of the Station, it being understood that the operation, management, control and supervision of all programs, equipment, operations and other activities of the Station shall be the sole responsibility, and at all times prior to the Closing Date remain within the complete control and discretion, of the ACME Entities, subject to the terms of Section 6.4 of this Agreement.
Sample 1
AutoNDA by SimpleDocs
Control of Operations Prior to Closing Date. Notwithstanding anything contained herein to the contrary, the sale of the Purchased Assets contemplated hereby shall not be consummated prior to the grant by the FCC of the FCC Consent. The Seller and the Buyer acknowledge and agree that at all times commencing on the date hereof and ending on the Closing Date, (x) nothing in this Agreement shall be construed to give the Buyer any right to control, direct or otherwise supervise, or attempt to control, direct or otherwise supervise, any of the management or operations of any of the Stations and (y) the Seller shall have complete control and supervision of the programming, operations, policies and all other matters relating to the Stations until the consummation of the Closing. Notwithstanding the foregoing, nothing in this Agreement shall be construed or deemed to derogate or limit the rights of the Buyer under Section 5.4.
Sample 1
Control of Operations Prior to Closing Date. Notwithstanding anything contained herein to the contrary, the Closing shall not be consummated prior to the grant by the FCC of the FCC Consent. The SBS Entities and Buyer acknowledge and agree that at all times commencing on the date hereof and ending on the Closing Date, neither Buyer nor any of its employees, agents or representatives, directly or indirectly, shall, or have any right to, control, direct or otherwise supervise, or attempt to control, direct or otherwise supervise the management or operations of the Station, it being understood that the operation, management, control and supervision of all programs, equipment, operations and other activities of the Station shall be the sole responsibility, and at all times prior to the Closing Date remain within the complete control and discretion, of the SBS Entities, provided that this Section 6.3 shall not be deemed to limit the SBS Entities' obligations under the terms of Section 5.4.
Sample 1

Related to Control of Operations Prior to Closing Date

  • Operations Prior to the Closing Date (a) Seller shall use its commercially reasonable efforts to, and to cause the Companies to, operate and carry on the Business in the ordinary course and substantially as operated immediately prior to the date of this Agreement. Consistent with the foregoing, Seller shall use its commercially reasonable efforts, and shall cause the Companies to use their commercially reasonable efforts, consistent with good business practice, to preserve the goodwill of the suppliers, contractors, licensors, employees, customers, distributors and others having business relations with the Business.

  • Operations Prior to Closing Between the date of the execution of this Agreement and Closing:

  • Control of Operations Without in any way limiting any party’s rights or obligations under this Agreement, the parties understand and agree that (a) nothing contained in this Agreement shall give Parent or the Company, directly or indirectly, the right to control or direct the other party’s operations prior to the Effective Time and (b) prior to the Effective Time, each of the Company and Parent shall exercise, consistent with the terms and conditions of this Agreement, complete control and supervision over its operations.

  • Statement of Operations d. Statement of Changes in Net Assets.

  • Termination Prior to Closing This Agreement may be terminated at any time prior to the Closing:

  • Change of Operations To: Members of Local Union 710 Dear Brothers and Sisters: As you know, we have a tentative agreement for the UPS Cartage Services, Inc. Supplemental Agreement. Article 2 of the re-negoti- ated CSI Supplement outlines the National Master UPS Agreement (NMA) Articles that may be applied to your Addendum. You will note that several NMA articles are not applicable. These are sub- jects that are either addressed in the CSI Supplement or are not operationally applicable to CSI. Where there are two provisions covering the same subject, one in the Local Addendum and one in the National Master UPS Agreement, the following provisions of the National Master UPS Agreement shall apply:

  • Actions Prior to Closing From the date hereof until the Closing Date, Contributor shall not take any action or fail to take any action the result of which could (1) have a material adverse effect on the Contributed Interests or the Operating Partnership’s ownership thereof, or any Material Adverse Effect on any Contributed Entity or Property after the Closing Date or (2) cause any of the representations and warranties contained in this Section 2.2 to be untrue as of the Closing Date.

  • CONTINUITY OF OPERATIONS (1) Engage in any business activities substantially different than those in which Borrower is presently engaged, (2) cease operations, liquidate, merge, transfer, acquire or consolidate with any other entity, change its name, dissolve or transfer or sell Collateral out of the ordinary course of business, or (3) pay any dividends on Borrower's stock (other than dividends payable in its stock), provided, however that notwithstanding the foregoing, but only so long as no Event of Default has occurred and is continuing or would result from the payment of dividends, if Borrower is a "Subchapter S Corporation" (as defined in the Internal Revenue Code of 1986, as amended), Borrower may pay cash dividends on its stock to its shareholders from time to time in amounts necessary to enable the shareholders to pay income taxes and make estimated income tax payments to satisfy their liabilities under federal and state law which arise solely from their status as Shareholders of a Subchapter S Corporation because of their ownership of shares of Borrower's stock, or purchase or retire any of Borrower's outstanding shares or alter or amend Borrower's capital structure.

  • CONTINUITY OF OPERATION Section 1: No Strikes, Work Stoppages or Lockouts Neither of the parties shall utilize any economic sanction to force its position on the other party over any issue. Further, no Employee or group of Employees shall individually or through concerted action, take part in any activity that impedes the operation of the business, except as otherwise authorized by this Agreement. Should any person or group of people participate in any such unauthorized activity, upon notification of such occurrence, the Union or the Company, as the case may be, will direct such person or group of people to resume normal operations and will take effective means to cease the unauthorized conduct. Any employee or group of employees who participate in such unauthorized activity shall be subject to immediate dismissal, unless mitigating circumstances exist that are acceptable to the ERRC. Should either party suffer financial damage as a result of such unauthorized activity, they may pursue compensation for such loss at the arbitration step of the Concern Resolution Process, and the arbitrator shall have full authority to remedy any violation of this Article.

  • Commencement of Operations The Partnership shall not begin operations on its Leases unless the Managing General Partner is satisfied that necessary title requirements have been satisfied.

Time is Money Join Law Insider Premium to draft better contracts faster.