Common use of Transfer Applications Clause in Contracts

Transfer Applications. Within ten (10) business days after the execution of this Agreement, the Company and the Buyer shall jointly file with the FCC an application for transfer or control of the Company, including its FCC Licenses, permits and authorizations pertaining to the Stations from the Seller to the Buyer (the "Transfer Application"). The costs of the FCC filing fees in connection with the Transfer Application shall be divided equally between the Seller and the Buyer. Each Party shall pay their own attorneys' fees. The Seller, the Company and the Buyer shall thereafter prosecute the Transfer Application with all reasonable diligence and otherwise use their commercially reasonable efforts to obtain the grant of the Transfer Application as expeditiously as practicable (but neither the Seller nor the Buyer shall have any obligation to satisfy complainants or the FCC by taking any steps which would have material adverse effect upon the Buyer, the Seller, or the Stations. If the FCC imposes any condition on any Party to the Transfer Application, such Party shall use commercially reasonable efforts to comply with such condition; provided that no such Party shall be required hereunder to comply with any condition that would have a material adverse effect upon the Buyer, the Seller or the Stations. The Seller and the Buyer shall jointly oppose any requests for reconsideration or judicial review of FCC approval of the Transfer Application and shall jointly request from the FCC an extension of the effective period of FCC approval of the Transfer Application if the Closing shall not have occurred prior to the expiration of the original effective period of the FCC Consent. Nothing in this Section 5(b) shall be construed to limit any Party's right to terminate this Agreement pursuant to Section 10 of this Agreement.