Common use of License Subsidiaries Clause in Contracts

License Subsidiaries. (a) Except, in each case, to the extent that the failure to do so could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, ensure that each License Subsidiary engages only in the business of holding Broadcast Licenses and rights and activities related thereto. (b) Except, in each case, to the extent that the failure to do so could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, ensure that the FCC Authorizations held by each License Subsidiary are not (i) commingled with the property of the Borrower and any Restricted Subsidiary thereof other than another License Subsidiary or (ii) transferred by such License Subsidiary to the Borrower or any Restricted Subsidiary (other than any other License Subsidiary), except in connection with a Disposition permitted under Section 7.05. (c) Except, in each case, to the extent that the failure to do so could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, ensure that no License Subsidiary has any Indebtedness or other material liabilities except (i) liabilities arising under the Loan Documents to which it is a party, the ABL Facility and the Senior Notes and (ii) trade payables incurred in the ordinary course of business, tax liabilities incidental to ownership of such rights and other liabilities incurred in the ordinary course of business, including those in connection with agreements necessary or desirable to operate broadcast stations, including affiliation, programming, syndication, time brokerage, joint sales, lease and similar agreements.

License Subsidiaries. (a) Except, in each case, to the extent that the failure to do so could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, ensure that each License Subsidiary engages only in the business of holding Broadcast Licenses and rights and activities related thereto. (b) Except, in each case, to the extent that the failure to do so could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, ensure that the FCC Authorizations held by each License Subsidiary are not (i) commingled with the property of the Borrower and any Restricted Subsidiary thereof other than another License Subsidiary or (ii) transferred by such License Subsidiary to the Borrower or any Restricted Subsidiary (other than any other License Subsidiary), except in connection with a Disposition permitted under Section 7.05. (c) Except, in each case, to the extent that the failure to do so could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, ensure that no License Subsidiary has any Indebtedness or other material liabilities except (i) liabilities arising under the Loan Documents to which it is a party, the ABL Term Facility and the Senior Notes and (ii) trade payables incurred in the ordinary course of business, tax liabilities incidental to ownership of such rights and other liabilities incurred in the ordinary course of business, including those in connection with agreements necessary or desirable to operate broadcast stations, including affiliation, programming, syndication, time brokerage, joint sales, lease and similar agreements.