CATV Business definition

CATV Business means the CATV business to be transferred to Buyer, presently owned and operated by the Sellers, which consists of the transmission, distribution and local origination of audio and video signals over the system used by the CATV Business, located in the Service Territory.

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CATV Business shall refer to all of the Assets and business of the CATV Systems as presently conducted by Seller in and around the Service Area as described on Schedule 1 to this Agreement.

CATV Business as defined herein and to the "CATV Business" as defined in the Asset Purchase Agreement as of the Closing Date (each, a "Combined Basic Subscriber" and such number, the "Combined Basic Subscriber Amount"), which statement (the "Combined Basic Subscriber Statement") shall be prepared in conformity with the definition of Basic Subscriber contained herein. Buyer shall cooperate in providing to Holdings access, upon reasonable notice, to all relevant books, records and personnel of the CATV Business in order to facilitate the preparation of the Combined Basic Subscriber Statement.

Examples of CATV Business in a sentence

• The Real Property is served by utilities and services necessary for the present use of the Real Property in connection with the CATV Business.

• No material adverse change in the CATV Business or the Assets shall have occurred (other than changes which affect the United States CATV industry considered as a whole).

• MDU Complex" shall mean any apartment, condominium, or townhome complex or mobile home park and any other multiple unit dwelling project subject to common ownership which currently receives cable television service from the CATV Business.

• The Sellers shall have performed in all material respects their respective agreements and covenants hereunder (including, without limitation, their respective covenants in Articles 5 and 6) to the extent such are required to be performed at or prior to the Closing and are material to the CATV Business as a whole.

• Company Contracts" shall refer to all contracts and agreements pertaining to the lawful ownership, operation, and maintenance of the CATV Business or used in the CATV Business, other than CATV Instruments, as described on Schedule 3 to this Agreement.

• Holdings and Midwest shall have performed in all material respects their respective agreements and covenants hereunder (including, without limitation, their respective covenants in Articles 5 and 6) to the extent such are required to be performed at or prior to the Closing and are material to the CATV Business as a whole.

• In the event that a Closing under this Agreement occurs without the receipt of all consents and approvals to transfer all franchises, Buyer and Sellers covenant and agree to act in good faith to obtain the approval or consent of any Governmental Authorities that have not consented to the transfer of any franchises included in the CATV Business.

• Schedule 3.17 contains a list setting forth the ten (10) largest customers of the CATV Business, by dollar amount, over each of the 12-month periods ended September 30, 2002, 2001 and 2000.

• To the knowledge of Midwest, except as set forth in Schedule 3.06(b), there are no oral leases with respect to head-ends used in the CATV Business.

• Seller holds valid and continuing CATV Instruments, except as set forth on Schedule 2, Seller Contracts, rights-of-way, rights-of-entry, permits, and other rights and authorizations necessary to enable it to operate its CATV Business.

More Definitions of CATV Business

CATV Business means the worldwide design, engineering, manufacturing, marketing, sale and distribution of (x) components, modules and subsystems for cable television and (y) transceivers, transmitters and receivers; FTTx transceivers and video cards; Satcom modules and components; digital lasers, receivers and transmitters; and microwave frequency transmitters and receivers for RF transmission over fiber, in each case as carried on by Seller or a Subsidiary as of the date hereof at Agere's Irwindale and Alhambra, CA facilities, but excluding (i) Agere's integrated circuit manufacturing facilities and any assets related to Agere's integrated circuit products, and

CATV Business means the worldwide design, engineering, manufacturing, marketing, sale and distribution of (x) components, modules and subsystems for cable television and (y) transceivers, transmitters and receivers; FTTx transceivers and video cards; Satcom modules and components; digital lasers, receivers and transmitters; and microwave frequency transmitters and receivers for RF transmission over fiber, in each case as carried on by Seller or a Subsidiary as of the date hereof at Agere's Irwindale and Alhambra, CA facilities, but excluding (i) Agere's integrated circuit manufacturing facilities and any assets related to Agere's integrated circuit products, and (ii) any assembly and test, billing, order entry, fulfillment, accounting, collections, sales and other centralized or administrative activities that are currently provided by centralized functional organizations outside of California within, or controlled by, Agere, in the case of clauses (i) and (ii) that are not being transferred hereunder.

CATV Business shall have the meaning set forth in the second recital of this Agreement.

CATV Business means the design, development, manufacture, marketing, and sale of hybrid fiber coax (HFC) directly or externally modulated optical transmitters, modules, board-level products, subsystems, optical amplifiers, and receivers for the distribution or delivery of non-digital signals (e.g., amplitude modulation, frequency modulation, or QAM) in CATV systems for the provisioning of video, voice, data and audio data.