License Closing definition
Examples of License Closing in a sentence
The 99-Year License Acquisition Fee to be paid upon the 99-Year License Closing Date shall be reduced by the principal amount of the Loan and all accrued but unpaid interest on the Loan outstanding as of the 99-Year License Closing Date.
Prior to the License Closing, Buyer shall provide an updated set of Schedules to Sellers to disclose any information with respect to Sections 4.6 and 4.7 that arise after the date hereof and that would have been required to be included in the Schedules for those Sections if such information had existed on the date hereof.
The License Seller and Buyer agree to enter into a Joint Sales Agreement (the “JSA”), effective as of the First Closing Date, substantially in the form of Schedule 5.8 hereto, and providing Buyer with the right to sell advertising time and provide other non-programming services to the Station during the period between the First Closing and the License Closing.
If the License Closing is postponed pursuant to this paragraph, the date of the License Closing shall be mutually agreed to by the Sellers and Buyer.
Avica shall use its commercially reasonable efforts to satisfy and extinguish, promptly following the License Closing and to the extent funds are reasonably available for such purpose, all of its liabilities as of the License Closing.
At the License Closing or the Closing, as applicable, Buyer shall acquire good title to (or a good and valid leasehold or license interest, as applicable) the Assets, free and clear of all Encumbrances, except for the Permitted Encumbrances, and any Encumbrances that may be created by Buyer.
All representations and warranties of Buyer in Sections 4.1, 4.2, 4.3, 4.4, 4.6 and 4.7 shall be true and complete in all material respects at and as of the License Closing Date as though made at and as of that time (except for representations and warranties that speak as of a specific date or time which need only be true and complete as of such date or time), except where the failure to be true and complete shall have been caused by either Seller’s failure to fulfill its obligations under the JSA.
The License Closing will be held at the offices of ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇, or such other location as the parties hereto shall agree to in writing.
Buyer shall have performed and complied with in all material respects all obligations, covenants and agreements required by this Agreement to be performed and complied with by Buyer prior to or on the License Closing Date, except where the failure to perform or comply shall have been caused by either Seller’s failure to fulfill its obligations under the JSA.
To the extent available from the applicable jurisdictions, certificates as to the formation and/or good standing of Buyer issued by the appropriate governmental authorities in the states of organization and each jurisdiction in which Buyer needs to be qualified in order to operate the Station, each such certificate (if available) to be dated a date not more than a reasonable number of days prior to the License Closing Date.