INTERFERENCE CONSENTS Sample Clauses

INTERFERENCE CONSENTS. Upon advance written notice to Licensee given after the Commencement Date, Clearwire shall have the right to enter into agreements ("INTERFERENCE CONSENTS") allowing third party licensees and operators to operate transmitters that cause greater levels of signal strength within the Licensee's GSA than otherwise is permitted under Part 27 of FCC Rules in order to coordinate Clearwire's operations in Licensee's GSA with those of third parties. This right shall apply only to such Interference Consents ("CONFORMING INTERFERENCE CONSENTS") as (1) by their terms expire upon the earlier of the expiration or termination of this Agreement; (2) do not result in or allow operations as may result in a degradation in the value of the Channels or any impairment of the FCC License for the Channels that is material or will continue beyond the expiration or termination of this Agreement; (3) are limited to terms and conditions providing for fair and reciprocal rights and limitations for and on the operation of Licensee's facilities and the facilities of the other party in connection with system coordination inside Licensee's GSA and at Licensee's GSA boundaries and provisions ancillary thereto, but not channel swapping; (4) do not cede, grant or provide any part of the Licensee's GSA or channel capacity to a third party; (5) do not allow the placement of third party transmitters operating on the frequencies of any of the Channels within the Licensee's GSA, except for transmitters operated pursuant to Special Temporary Authority for not more than a total of 180 days plus a renewal period of not more than 180 days, and in any event ending prior to the expiration or termination of this Agreement; and (6) do not prevent the construction of facilities sufficient to qualify the Licensee for a substantial service safe harbor pursuant to the terms of this Agreement. Third-party rights to use Licensee's GSA or channel capacity other than those matters related above are to be handled in accordance with the assignment or sublicensing provisions of this Agreement. All Interference Consents entered into by Clearwire pursuant to this Section shall provide that the Licensee has the right to require the third party to cease operations that required the Interference Consent to exist upon the expiration or termination of this Agreement, including the right of specific performance of such requirement and the payment by the third party of attorneys' fees in enforcing that right, and that such ...
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INTERFERENCE CONSENTS. Except as disclosed in Exhibit D, Licensee has not, within eleven (11) years of the Effective Date, executed any Interference Consent. Neither Party shall execute any Interference Consent or request a waiver of FCC Rules affecting the Channels or the Licenses without the other Party's advance written consent, such consent not to be unreasonably withheld, refused or delayed; provided, however, that Licensee may request a waiver of FCC Rules if it reasonably determines such waiver is necessary to preserve the Licenses or to prevent a material adverse effect to the Licenses. Licensee shall execute any Interference Consent and consent to any waiver of FCC Rules, upon reasonable request by Clearwire; provided, however, that Licensee shall have no obligation to execute any Interference Consent or consent to any waiver of FCC Rules, if Licensee reasonably determines that such consent would (i) result in interference to the use of Licensee's Reserved Capacity, (ii) result in interference to a third party in violation of [*** Confidential Treatment Requested] FCC Rules; (iii) result in any other violation of FCC Rules; (iv) result in a material difference in any of the Channels' GSAs upon expiration or termination of this Agreement; or (v) have a material adverse affect on the value of the Licenses or the Channels upon the expiration or termination of this Agreement.
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INTERFERENCE CONSENTS. Upon advance written notice to Licensee given after the Commencement Date, Clearwire shall have the right to enter into agreements ("INTERFERENCE CONSENTS") allowing third party licensees and operators to operate transmitters that cause greater levels of signal strength within the Licensee's GSA than otherwise is permitted under Part 27 of FCC Rules in order to coordinate Clearwire's operations in Licensee's GSA with those of third parties. This right shall apply only to such Interference Consents ("CONFORMING INTERFERENCE CONSENTS") as (1) by their <PAGE> terms expire upon the earlier of the expiration or termination of this Agreement; (2) do not result in or allow operations as may result in a degradation in the value of the Channels or any impairment of the FCC License for the Channels that is material or will continue beyond the expiration or termination of this Agreement; (3) are limited to terms and conditions providing for fair and reciprocal rights and limitations for and on the operation of Licensee's facilities and the facilities of the other party in connection with system coordination inside Licensee's GSA and at Licensee's GSA boundaries and provisions ancillary thereto, but not channel swapping; (4) do not cede, grant or provide any part of the Licensee's GSA or channel capacity to a third party;
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INTERFERENCE CONSENTS. Schedule 3.12 of the Company Disclosure Schedule sets forth a true and complete list of all Interference Consents regarding the Company Licenses. All such Interference Consents have been Made Available to Parent, and the Company and its Subsidiaries are in compliance with the terms and conditions of all such Interference Consents.
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INTERFERENCE CONSENTS. Except as described in Exhibit 3.28 or as required by this Agreement, as of the date of this Agreement, there are no agreements or understandings (written or oral) between the Company and any present or proposed Wireless Cable System operator or MDS or ITFS licensee or applicant with respect to adjacent market interference, the coordination of adjacent market channel use or other matters concerned with the operation of nearby markets or obtaining the assistance of a party's Channel capacity lessors.
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Related to INTERFERENCE CONSENTS

  • Governmental Authorization; Third Party Consents No approval, consent, compliance, exemption or authorization of any governmental authority or agency, or of any other person or entity, is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Warrant Holder of this Warrant Agreement or the transactions contemplated hereby.

  • Governmental and Third Party Consents Except for filings as necessary to perform disclosure obligations required by stock exchanges, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any Governmental Authority or any third party on the part of each Purchaser is required in connection with the consummation of the transactions contemplated by this Agreement or any other agreement contemplated hereby.

  • Required Consents No consent shall be required for any assignment except to the extent required by subsection (b)(i)(B) of this Section and, in addition:

  • Governmental Approvals; Consents Except as described in Schedule -------------------------------- -------- 4.3(c), the execution, delivery and performance of this Agreement, the Xenon 2 ------ Merger Agreement, the Voting Agreement, the Option Agreement and the Implementing Agreements by Xoom, Xenon 2 and each of their respective Subsidiaries and the consummation by such party of the transactions contemplated hereby and thereby will not (i) conflict with or result in a breach of any provision of the certificate of incorporation or bylaws or other governing documents of Xoom, Xenon 2 or their respective Subsidiaries; (ii) require any consent, approval, authorization or permit of, or filing with or notification to, any Governmental Authority; (iii) require the consent or approval of any Person (other than a Governmental Authority) or violate or conflict with, or result in a breach of any provision of, constitute a default (or an event which with notice or lapse of time or both would become a default) or give to any third party any right of termination, cancellation, amendment or acceleration under, or result in the creation of a Lien on any of the assets of Xoom, Xenon 2 or any of their respective Subsidiaries under, any of the terms, conditions or provisions of any contract or license to which Xoom, Xenon 2 or any of their respective Subsidiaries is a party or by which it or its assets or property are bound; or (iv) violate or conflict with any order, writ, injunction, decree, statute, rule or regulation applicable to Xoom, Xenon 2 or any of their respective Subsidiaries; other than any consents, approvals, authorizations and permits the failure of which to obtain and any violations, conflicts, breaches defaults and other matters set forth pursuant to clauses (ii), (iii) and (iv) above which, individual ly or in the aggregate, would not reasonably be expected to have a Material Adverse Effect.

  • Consents and Requisite Governmental Approvals; No Violations (a) No consent, approval, waiver or authorization of, or designation, declaration or filing with, any Governmental Entity is required on the part of the Company with respect to the Company’s execution, delivery or performance of its obligations under this Agreement or the Ancillary Documents to which the Company is or will be party or the consummation of the transactions contemplated hereby or thereby, except for (i) compliance with and filings under the HSR Act or any filings with or approvals or clearances from any Governmental Entities that the Parties determine (acting reasonably) are required and advisable to consummate the transactions contemplated hereby, (ii) the filing with the SEC of (A) the Registration Statement/Proxy Statement and the declaration of the effectiveness thereof by the SEC, and (B) such reports under Section 13(a) or 15(d) of the Exchange Act as may be required in connection with this Agreement, the Ancillary Documents or the transactions contemplated hereby or thereby, (iii) filing of the Certificate of Merger, or (iv) any other consents, approvals, authorizations, designations, declarations, waivers or filings, the absence of which would not have a Company Material Adverse Effect.

  • 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.

  • All Consents All authorizations, consents, orders or approvals of or registrations or declarations with any Governmental Authority required to be obtained, effected or given to it, if any, in connection with the execution and delivery of this Agreement and each other Transaction Document to which it is a party and the performance of the transactions contemplated by this Agreement or any other Transaction Document by the Depositor, in each case, have been duly obtained, effected or given and are in full force and effect, except for those which the failure to obtain would not reasonably be expected to have a Material Adverse Effect.

  • Required Consents and Approvals All required consents and approvals shall have been obtained and be in full force and effect with respect to the transactions contemplated hereby and from (a) all relevant Governmental Authorities; and (b) any other Person whose consent or approval the Administrative Agent deems necessary or appropriate to effect the transactions contemplated hereby.

  • Consents and Approvals of Governmental Authorities No consent, approval, or authorization of, or declaration, filing, or registration with, any governmental or regulatory authority is required to be made or obtained by the Seller in connection with the execution, delivery, and performance of this Agreement or any of the other Acquisition Documents by the Seller.

  • Third Party Consents No governmental authority or other third party consents (including but not limited to approvals, licenses, registrations or declarations) are required in connection with the execution, delivery or performance by the Assuming Institution of this Agreement, other than such consents as have been duly obtained and are in full force and effect.

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