Satellite Assets definition
Examples of Satellite Assets in a sentence
To the extent that personal property Taxes applicable to the Ground Satellite Assets or the In-Orbit Satellite Assets attributable to the applicable Pre-Closing Period have not been paid on or prior to such Closing Date, Seller will pay such amount to Buyer on such Closing Date (or thereafter, promptly after request by Buyer if not identified by Seller on such Closing Date).
In the event that the In-Orbit Satellite Assets are transferred under this Article X by virtue of a decision by Buyer to waive the Final Order requirement or by mutual agreement of the parties, and the FCC Consent is subsequently reversed or modified in a manner that is materially adverse to either party, the parties shall make commercially reasonable efforts to enter into an Acceptable Alternative Arrangement.
Simultaneously with the actions ------------------------- referred to in Section 1.1(a), the Company, in partial consideration for the Transfer of the Additional Satellite Assets, shall assume and on a timely basis pay, satisfy and discharge (or cause its Subsidiaries to pay, satisfy and discharge) in accordance with their terms any and all Additional Satellite Liabilities.
Seller agrees to use ------------------------------- all commercially reasonable efforts to amend the Tempo Agreement to provide for the Option to be exercisable in part so as to allow Buyer to exercise the Option on the Initial Closing Date with respect to the Ground Satellite Assets and on the Subsequent Closing Date with respect to the In-Orbit Satellite Assets.
Amounts advanced by any Funding Party pursuant to this Section 7(c) shall be ratably secured by a security interest in the In-Orbit Satellite Assets, to the full extent of the Company's rights and interests therein.
Seller agrees to use all commercially reasonable efforts to amend the Tempo Agreement to provide for the Option to be exercisable in part so as to allow Buyer to exercise the Option on the Initial Closing Date with respect to the Ground Satellite Assets and on the Subsequent Closing Date with respect to the In-Orbit Satellite Assets.
All personal property Taxes applicable -------------- to the Ground Satellite Assets or the In-Orbit Satellite Assets for a taxable period that includes but does not end on the applicable Closing Date that are not paid prior to such Closing Date shall be prorated as of such Closing Date based on the ratio of the number of days in the portion of the taxable period that ends on such Closing Date (each, a "Pre-Closing Period") and the number of days in the entire taxable period.
All personal property Taxes applicable to the Ground Satellite Assets or the In-Orbit Satellite Assets for a taxable period that includes but does not end on the applicable Closing Date that are not paid prior to such Closing Date shall be prorated as of such Closing Date based on the ratio of the number of days in the portion of the taxable period that ends on such Closing Date (each, a "Pre-Closing Period") and the number of days in the entire taxable period.
Notwithstanding anything herein or in the Option Agreement to the contrary, in connection with the acquisition of the Ground Satellite Assets, the Identified Tempo Liabilities shall only be the Ground Satellite Liabilities (as defined in the High Power Agreement) and, in connection with the acquisition of the In- Orbit Satellite Assets, the Identified Tempo Liabilities shall only be the In-Orbit Satellite Liabilities (as defined in the High Power Agreement).