FCC Consents. The Parent and the Borrower acknowledge that certain transactions contemplated by this Agreement or the Loan Documents, and certain actions which may be taken by the Administrative Agent or the Lenders in the exercise of their rights under this Agreement or the Loan Documents, may require the consent of the FCC. If counsel to the Administrative Agent reasonably determines that the consent of the FCC is required in connection with the execution, delivery and performance of any of the aforesaid documents or any documents delivered to the Administrative Agent or the Lenders in connection therewith or as a result of any action which may be taken pursuant thereto, then during the continuance of an Event of Default the Parent and the Borrower, at their sole cost and expense, shall use their commercially reasonable efforts, and shall cause the Restricted Subsidiaries to use their commercially reasonable efforts, to secure such consent and to cooperate with the Administrative Agent and the Lenders in any action commenced by the Administrative Agent or the Lenders to secure such consent. Neither the Parent nor the Borrower shall take any action, and they shall not permit any of the Subsidiaries to take any action, that interferes with the exercise or completion of the efforts to obtain the consent of the FCC as set forth above, provided that, notwithstanding the foregoing, the Borrower, the Parent and each of their Subsidiaries shall at all times comply in all material respects with all material provisions of the Communications Act and all material FCC Regulations.
FCC Consents. The FCC Consents shall have been granted without the imposition on Sellers of any conditions that need not be complied with by Sellers under Section 6.1 hereof, and Buyers shall have complied with any conditions imposed on them by the FCC Consents.
FCC Consents. The FCC Consents shall have been obtained without the imposition of any condition materially adverse to Buyers or the Stations (which shall not include any fine paid or payable by Sellers) except those that are customary in the assignment of FCC licenses generally (and, for the avoidance of doubt, the obtaining of the FCC Consents shall not require that such consents shall have become a Final Order).
FCC Consents. Promptly after the date of this Agreement, the parties shall use their commercially reasonable efforts to obtain (i) the FCC's consent to the transfer of the FCC Licenses from Seller to Buyer, and (ii) the FCC waivers set forth on Schedule 4.4 (all such consents or waivers are collectively referred to as the "FCC Consents").
FCC Consents. Seller shall, as promptly as practicable, but in no event later than five (5) business days, following the date of the Stockholder Approval, file with the FCC an FCC Form 603 (or other appropriate form) application seeking consent to assign the Licenses from Seller to Buyer. The parties shall cooperate and use their respective reasonable efforts to prosecute such application to a favorable conclusion and shall each bear its own costs for such filings.
FCC Consents. It is specifically understood and agreed by Buyer and Seller that the Closing and the assignment of the Station Licenses and the transfer of the Station Assets is expressly conditioned on and is subject to the prior consent and approval of the FCC and any reasonably acceptable conditions imposed in such approval, which conditions are not deemed, in Buyer's sole judgement, material or adverse to Buyer's interest in the Station Assets or, in the Seller's sole judgement, materially adverse to the Seller (the "FCC Consents").
FCC Consents. The FCC shall have granted its consent to the consummation of the transactions contemplated hereby ("FCC Consents"), such FCC Consents shall have become a Final Order and be in full force and effect and such FCC Consents shall not have any term, condition or restriction unacceptable to Parent in its sole discretion except as provided in Section 4.2.
FCC Consents. Promptly after the date of this Agreement, but no later than thirty (30) days after the date hereof, the parties shall use their commercially reasonable efforts to obtain (a) the FCC's consent to the transfer of the FCC Licenses from Seller to Buyer and (b) the FCC waivers set forth on Schedule 5.3.2 (all such consents or waivers are collectively referred to as the "FCC Consents").
FCC Consents. The FCC shall have granted its consent to the consummation of the transactions contemplated hereby ("FCC Consents"). No timely request for stay, motion or petition for reconsideration or rehearing, application or request for review, or notice of appeal or other judicial petition for review of the FCC Consents shall be pending, and the time for filing any such request, motion, petition, application, appeal, or notice, and for the entry of an order staying, reconsidering, or reviewing on the FCC's own motion, shall have expired.
FCC Consents. (i) The assignments of the FCC Licenses as contemplated by this Agreement are subject to the prior consent and approval of the FCC. Prior to Closing, Mediaco shall not directly or indirectly control, supervise, direct, or attempt to control, supervise, or direct, the operation of any Purchased Station.
