Contribution to the Trust. (a) The date on which the MOC TWE Contribution and the Trust 1 Conversion were completed is referred to in this Agreement as the "Contribution Date". (b) Following the Contribution Date and during the Trust Term (as defined in Section 3), except as otherwise provided by this Agreement, the Trust shall have legal and record ownership of the MOC TWE Interest and all other assets constituting Disposition Property (as defined in Section 4). (c) Grantor represents and warrants to the Operating Trustee that: (i) the MOC TWE Contribution was effected in accordance with applicable FCC Regulations; (ii) as of the Contribution Date, Grantor had full right and legal authority to effect the MOC TWE Contribution as described herein; (iii) as of the Contribution Date, the MOC TWE Interest was not subject to any liens or other encumbrances (other than as created by, or permitted under, this Agreement, the TWE Restructuring Documents or the TWE Partnership Agreement); and (iv) all consents, waivers and approvals of the Federal Communications Commission ("FCC") and third parties necessary for the MOC TWE Contribution have been received and are in full force and effect. (d) If any additional interest in TWE is acquired by AT&T Comcast or any of its subsidiaries during the Trust Term, AT&T Comcast shall cause such interest to be contributed to the Trust and become property of the Trust or, if AT&T Comcast so elects, AT&T Comcast may cause such additional interest to be contributed to, and become property of, Trust III or (following its formation) Trust II. Except as provided herein, no other property may be contributed to the Trust by any party without the prior written agreement of the Operating Trustee.
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Contribution to the Trust. (a) The date on which the MOC MOTH TWE Contribution and the Trust 1 3 Conversion were completed is referred to in this Agreement as the "Contribution Date".
(b) Following the Contribution Date and during the Trust Term (as defined in Section 3), except as otherwise provided by this Agreement, the Trust shall have legal and record ownership of the MOC MOTH TWE Interest and all other assets constituting Disposition Property (as defined in Section 4).
(c) Grantor represents and warrants to the Operating Trustee that: (i) the MOC MOTH TWE Contribution was effected in accordance with applicable FCC Regulations; (ii) as of the Contribution Date, Grantor had full right and legal authority to effect the MOC MOTH TWE Contribution as described herein; (iii) as of the Contribution Date, the MOC MOTH TWE Interest was not subject to any liens or other encumbrances (other than as created by, or permitted under, this Agreement, the TWE Restructuring Documents or the TWE Partnership Agreement); and (iv) all consents, waivers and approvals of the Federal Communications Commission ("FCC") and third parties necessary for the MOC MOTH TWE Contribution have been received and are in full force and effect.
(d) If any additional interest in TWE is acquired by AT&T Comcast or any of its subsidiaries during the Trust Term, AT&T Comcast shall cause such interest to be contributed to the Trust and become property of the Trust or, if AT&T Comcast so elects, AT&T Comcast may cause such additional interest to be contributed to, and become property of, Trust III or (following its formation) Trust II. I. Except as provided herein, no other property may be contributed to the Trust by any party without the prior written agreement of the Operating Trustee.
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Contribution to the Trust. (a) The date on which the MOC TWE Contribution and Trust 2 Conversion was completed (i.e., the Trust 1 Conversion were completed date hereof) is referred to in this Agreement as the "“Contribution Date"”.
(b) Following the Contribution Date and during the Trust Term (as defined in Section 3), except as otherwise provided by this Agreement, the Trust shall have legal and record ownership of the MOC TWE Interest Restructuring Proceeds and all other assets constituting Disposition Property (as defined in Section 4).
(c) Grantor represents and warrants to the Operating Trustee that: (i) the MOC TWE MOTH Stock Contribution was and the Trust 2 Conversion were effected in accordance with applicable FCC Regulations; (ii) as of the date of the MOTH Stock Contribution Dateand the date of the Trust 2 Conversion, Grantor had full right and legal authority to effect the MOC TWE Contribution such action occurring on such date as described herein; (iii) as immediately after the closing of the Contribution DateTWE Restructuring, the MOC TWE Interest was Restructuring Proceeds will not be subject to any liens or other encumbrances (other than as created by, or permitted under, this Agreement, the TWE Restructuring Documents or the TWE Partnership Agreementas arising under securities laws of general applicability); and (iv) all consents, waivers and approvals of the Federal Communications Commission ("“FCC"”) and third parties necessary for the MOC TWE MOTH Stock Contribution and the Trust 2 Conversion have been received and are in full force and effect.
(d) If any additional interest in TWE TWC or AOL Time Warner is acquired by AT&T Comcast or any of its subsidiaries during the Trust Term, AT&T Comcast shall cause such interest to be contributed to the Trust and become property of the Trust or, if AT&T Comcast so elects, AT&T Comcast may cause such additional interest to be contributed to, and become property of, Trust III or (following its formation) Trust II. I. Except as provided herein, no other property may be contributed to the Trust by any party without the prior written agreement of the Operating Trustee.
Appears in 1 contract
Sources: Agreement and Declaration of Trust
Contribution to the Trust. (a) The date on which the MOC TWE Contribution and Trust 2 Conversion was completed (i.e., the Trust 1 Conversion were completed date hereof) is referred to in this Agreement as the "Contribution Date".
(b) Following the Contribution Date and during the Trust Term (as defined in Section 3), except as otherwise provided by this Agreement, the Trust shall have legal and record ownership of the MOC TWE Interest Restructuring Proceeds and all other assets constituting Disposition Property (as defined in Section 4).
(c) Grantor represents and warrants to the Operating Trustee that: (i) the MOC TWE MOTH Stock Contribution was and the Trust 2 Conversion were effected in accordance with applicable FCC Regulations; (ii) as of the date of the MOTH Stock Contribution Dateand the date of the Trust 2 Conversion, Grantor had full right and legal authority to effect the MOC TWE Contribution such action occurring on such date as described herein; (iii) as immediately after the closing of the Contribution DateTWE Restructuring, the MOC TWE Interest was Restructuring Proceeds will not be subject to any liens or other encumbrances (other than as created by, or permitted under, this Agreement, the TWE Restructuring Documents or the TWE Partnership Agreementas arising under securities laws of general applicability); and (iv) all consents, waivers and approvals of the Federal Communications Commission ("FCC") and third parties necessary for the MOC TWE MOTH Stock Contribution and the Trust 2 Conversion have been received and are in full force and effect.
(d) If any additional interest in TWE TWC or AOL Time Warner is acquired by AT&T Comcast or any of its subsidiaries during the Trust Term, AT&T Comcast shall cause such interest to be contributed to the Trust and become property of the Trust or, if AT&T Comcast so elects, AT&T Comcast may cause such additional interest to be contributed to, and become property of, Trust III or (following its formation) Trust II. I. Except as provided herein, no other property may be contributed to the Trust by any party without the prior written agreement of the Operating Trustee.
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Contribution to the Trust. (a) The date on which the MOC TWE Contribution and the Trust 1 Conversion were completed is referred to in this Agreement as the "“Contribution Date"”.
(b) Following the Contribution Date and during the Trust Term (as defined in Section 3), except as otherwise provided by this Agreement, the Trust shall have legal and record ownership of the MOC TWE Interest and all other assets constituting Disposition Property (as defined in Section 4).
(c) Grantor represents and warrants to the Operating Trustee that: (i) the MOC TWE Contribution was effected in accordance with applicable FCC Regulations; (ii) as of the Contribution Date, Grantor had full right and legal authority to effect the MOC TWE Contribution as described herein; (iii) as of the Contribution Date, the MOC TWE Interest was not subject to any liens or other encumbrances (other than as created by, or permitted per mitted under, this Agreement, the TWE Restructuring Documents or the TWE Partnership Agreement); and (iv) all consents, waivers and approvals of the Federal Communications Commission ("“FCC"”) and third parties necessary for the MOC TWE Contribution have been bee n received and are in full force and effect.
(d) If any additional interest in TWE is acquired by AT&T Comcast or any of its subsidiaries during the Trust Term, AT&T Comcast shall cause such interest to be contributed to the Trust and become property of the Trust or, if AT&T Comcast so elects, AT&T Comcast may cause such additional interest to be contributed to, and become property of, Trust III or (following its formation) Trust II. Except as provided herein, no other property may be contributed to the Trust by any party without the prior written agreement of the Operating Trustee.
Appears in 1 contract
Sources: Trust Agreement
Contribution to the Trust. (a) The date on which the MOC TWE Contribution and the Trust 1 1|2 Conversion were were|was completed |(i.e., the date hereof) is referred to in this Agreement as the "“Contribution Date"”.
(b) Following the Contribution Date and during the Trust Term (as defined in Section 3), except as otherwise provided by this Agreement, the Trust shall have legal and record ownership of the MOC TWE Interest Interest|Restructuring Proceeds and all other assets constituting Disposition Property (as defined in Section 4).
(c) Grantor represents and warrants to the Operating Trustee that: (i) the MOC TWE TWE|MOTH Stock Contribution was was|and the Trust 2 Conversion were effected in accordance with applicable FCC Regulations; (ii) as of the |date of the MOTH Stock Contribution DateDate|and the date of the Trust 2 Conversion, Grantor had full right and legal authority to effect the MOC TWE Contribution Contribution|such action occurring on such date as described herein; (iii) as as|immediately after the closing of the Contribution DateContribution|TWE Date|Restructuring, the MOC TWE Interest was was|Restructuring Proceeds will not |be subject to any liens or other encumbrances (other than as created by, or permitted under, this Agreement, the TWE Restructuring Documents or the TWE Partnership AgreementAgreement|as arising under securities laws of general applicability); and (iv) all consents, waivers and approvals of the Federal Communications Commission ("“FCC"”) and third parties necessary for the MOC TWE Contribution MOC|MOTH TWE|Stock Contribution| and the Trust 2 Conversion have been received and are in full force and effect.
(d) If any additional interest in TWE TWE|TWC or AOL Time Warner is acquired by AT&T Comcast or any of its subsidiaries during the Trust Term, AT&T Comcast shall cause such interest to be contributed to the Trust and become property of the Trust or, if AT&T Comcast so elects, AT&T Comcast may cause such additional interest to be contributed to, and become property of, Trust III or (following its formation) Trust II. II|I. Except as provided herein, no other property may be contributed to the Trust by any party without with out the prior written agreement of the Operating Trustee.
Appears in 1 contract
Sources: Trust Agreement