FCC Applications. Within ten business days after the execution of this Agreement or such earlier time as shall be agreed to by all of the parties hereto, Buyer, Seller and the Companies shall file applications with the FCC for the FCC Consent ("FCC Application").
FCC Applications. Within ten (10) business days after the execution ---------------- of this Agreement, Buyer and Seller (and Xxxx X. Xxxxxx, if necessary) shall file applications with the FCC for the FCC Consent ("FCC Applications"). Buyer and Seller shall prosecute the FCC Applications with all reasonable diligence and otherwise use their best efforts to obtain the FCC Consent as expeditiously as practicable.
FCC Applications. Sellers and Buyer shall use their reasonable best efforts to file with the FCC the requisite applications for consent to the transfer of control of the Partnerships to Buyer and such other applications for the transactions contemplated hereunder (including any applications in connection with assignments to Buyer of the FCC Licenses) (the "FCC Applications") within ten (10) business days following the date of this Agreement and Buyer shall, to the extent deemed necessary, file temporary waiver requests with such applications for the purposes of coming into compliance with the FCC's local ownership limitations. Buyer shall have the right to make such amendments to the FCC Applications and waiver requests as shall be necessary to reflect changes that may occur in the structure of Buyer, for a period of fifteen (15) days following the date on which the FCC Applications are accepted for filing by the FCC, provided that Buyer remains qualified to be the assignee of the Stations and provided that any such changes do not materially adversely impact such waiver requests. Thereafter, Sellers and Buyer shall prosecute the FCC Applications with reasonable best efforts to obtain the grant of the FCC Applications as expeditiously as practicable (but neither Sellers nor Buyer shall have any obligation to satisfy complainants or the FCC by taking any steps which would have a material adverse effect upon Sellers or Buyer or upon any affiliated entity). If the FCC Consents impose any condition on any party hereto, such party shall use its reasonable best efforts to comply with such condition; provided, however, that no party hereto shall be required hereunder to comply with any condition that would have a material adverse effect upon it or any affiliated entity. The parties hereto acknowledge that, in the event the FCC Consents impose conditions precedent to the effectiveness of the FCC Consents, the parties hereto shall not effectuate the Closing without first having satisfied such conditions precedent. If reconsideration or judicial review is sought with respect to the FCC Consents, the party affected shall vigorously oppose such efforts for reconsideration or judicial review; provided, however, that nothing herein shall be construed to limit any party's right to terminate this Agreement pursuant to Article 18 hereof.
FCC Applications. Buyer, Seller and the Companies shall prosecute the FCC Applications with all reasonable diligence and otherwise use their commercially reasonable efforts to obtain the FCC Consent as expeditiously as practicable, but none of Buyer, the Companies or Seller shall have any obligation to satisfy complainants or the FCC by taking any steps which would have a material adverse effect upon Buyer, the Companies or Seller (other than Buyer's obligations under Section 6.1.5). Notwithstanding anything to the contrary contained herein, Buyer or Seller may terminate this Agreement upon notice to the other, if, for any reason, other than Buyer's failure to comply with Section 6.1.5 (in which case only Seller can terminate), the FCC Applications are designated for hearing by the FCC; provided, however, that notice of termination must be given within 20 days after release of the hearing designation order and that the party giving such notice is not in default and has otherwise complied with its obligations under this Agreement. Upon termination pursuant to this Section 7.1, the parties shall be released and discharged from any further obligation hereunder without being subject to a claim by Seller for liquidated damages or for any other claims for damages.
FCC Applications. Within ten (10) business days after the execution ---------------- of this Agreement or such earlier time as shall be agreed to by all of the parties hereto, Buyer and Seller shall file applications with the FCC for the FCC Consent ("FCC Applications"). Buyer and Seller shall prosecute the FCC Applications with all reasonable diligence and otherwise use their best efforts to obtain the FCC Consent as expeditiously as practicable, (but neither Buyer nor Seller shall have any obligation to satisfy complainants or the FCC by taking any steps which would have a material adverse effect upon Buyer or Seller).
FCC Applications. Section 2.2
FCC Applications. Promptly upon the execution of this Agreement, the parties shall proceed to prepare for filing the necessary FCC applications for assignment of the Station Licenses (the "FCC Applications"), which shall be filed no later than ten (10) business days after the date hereof. SFX and CBS shall thereafter prosecute the FCC Applications with all reasonable diligence and otherwise use their best efforts to obtain the grant of the FCC Applications as expeditiously as practicable (but neither SFX nor CBS shall have any obligation to satisfy complainants or the FCC by taking any steps which would have a Material Adverse Effect (as defined in Section 17.14) on it or any of its Affiliates (as defined in Section 17.14) or with respect to the SFX Station Assets or the CBS Stations Assets, as applicable). If the FCC Consent imposes any condition on either party hereto, such party shall use its best efforts to comply with such condition; provided, however, that neither party shall be required hereunder to comply with any condition which would have a Material Adverse Effect on it or any of its Affiliates or with respect to the SFX Station Assets or the CBS Stations Assets, as applicable. If reconsideration or judicial review is sought with respect to the FCC Consent, the party affected shall vigorously oppose such efforts for reconsideration or judicial review; provided, however, that nothing herein shall be construed to limit either party's right to terminate this Agreement pursuant to Article 16.
FCC Applications. 30 10.2 Confidentiality . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 10.3 Cooperation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 10.4 Bulk Sales Laws . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 10.5 Public Announcements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 10.6 Hart-Xxxxx-Xxxxxx . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 10.7
FCC Applications. (a) As promptly as practicable after the execution and delivery of this Agreement, Acquisition and the Company shall prepare all appropriate applications for FCC approval, and such other documents as may be required, with respect to the transfer of control of the Company to Acquisition (collectively, the "FCC Applications"). As promptly as practicable following execution and delivery of this Agreement, the Company shall deliver to Acquisition its completed portion of the FCC Applications. Not later than the fifth business day following the delivery of the FCC Applications to Acquisition, Acquisition shall file, or cause to be filed, the FCC Applications. If the Closing shall not have occurred for any reason within any applicable initial consummation period relating to the FCC's grant of the FCC Applications, and neither Acquisition nor the Company shall have terminated this Agreement pursuant to Section 9.1, Acquisition and the Company shall jointly request one or more extensions of the consummation period of such grant. No party hereto shall knowingly take, or fail to take, any action if the intent or reasonably anticipated consequence of such action or failure to act is, or would be, to cause the FCC not to grant approval of the FCC Applications or materially delay either such approval or the consummation of the transfer of control of the Company.
FCC Applications. The Company, the Investor and the Other Investors shall prepare, execute and file with the FCC as promptly as practicable, all FCC applications and filings, including without limitation the FCC Transfer of Control Applications, necessary (in the reasonable judgment of the Investor) to be filed by the parties hereto with the FCC with respect to the execution, delivery and performance of this Agreement and the other Closing Documents (collectively, the "FCC APPLICATIONS") and any other necessary or desirable instruments or documents in connection therewith. The Company, the Investor and the Other Investors shall prosecute the FCC Applications with all reasonable diligence and otherwise use their reasonable efforts to obtain all necessary consents and approvals from the FCC as expeditiously as practicable. Investor and the Company will promptly provide each other and the Other Investors with a copy of any pleading, objection, complaint, order or other document served on such person relating to the FCC Applications. Investor and the Company will not, and each of them will use its reasonable efforts not to cause or permit any of its officers, directors, members, partners, stockholders or other Affiliates to, take any action that could reasonably be expected to adversely affect the likelihood of obtaining all necessary consents and approvals from the FCC or for the same becoming Final Orders. If reconsideration or judicial review is sought with respect to any of the necessary consents and approvals from the FCC, the party affected shall vigorously oppose such efforts for reconsideration or judicial review.
