Common use of Litigation or Other Proceedings Clause in Contracts

Litigation or Other Proceedings. To the extent not disclosed pursuant to this subsection, (a) promptly upon any Responsible Officer of the Company obtaining knowledge of (X) the institution of, or threat of, any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration against or affecting the Company or any of its Subsidiaries or any property of the Company or any of its Subsidiaries (collectively, "Proceedings") or (Y) any material development in any Proceeding that, in any case: (1) if adversely determined and assuming that all damages demanded in such litigation are awarded, is in the reasonable determination of the Company likely to impair the ability of the Company to perform its payment or other material obligations under the Loan Documents; or (2) seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby; written notice thereof together with such other information as may be reasonably available to the Company to enable the Agent and its counsel to evaluate such matters; and (b) within twenty days after the end of each Fiscal Year, a schedule of all Proceedings involving an alleged liability of, or claims against or affecting, the Company or any of its Subsidiaries equal to or greater than $20,000,000 and promptly after request by the Agent such other information as may be reasonably requested by the Agent to enable the Agent and its counsel to evaluate any of such Proceedings;

Litigation or Other Proceedings. To the extent not disclosed pursuant to this subsection, (a) promptly upon any Responsible Officer of the Company Borrower obtaining knowledge of (X) the institution of, or non-frivolous threat of, any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration Proceeding against or affecting the Company Borrower or any of its Subsidiaries or any property of the Company Borrower or any of its Subsidiaries (collectively, "Proceedings") not previously disclosed in writing by Borrower to Lenders or (Y) any material development in any Proceeding that, in any case: (1) if adversely determined and assuming that all damages demanded determined, could reasonably be expected to result in such litigation are awarded, is in the reasonable determination of the Company likely to impair the ability of the Company to perform its payment or other material obligations under the Loan Documentsa Material Adverse Effect; or (2) seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby; written notice thereof together with such other information as may be reasonably available to the Company Borrower to enable the Agent Lenders and its their counsel to evaluate such matters; and (b) within twenty days after the end of each Fiscal YearQuarter, a schedule of all Proceedings (other than any Proceeding (x) disclosed by Borrower in its public filings with the Securities and Exchange Commission and delivered to Lenders or (y) as to which a Solvent and unaffiliated insurance company has acknowledged coverage) involving an alleged liability of, or claims against or affecting, the Company Borrower or any of its Subsidiaries equal to or greater than $20,000,000 20,000,000, and promptly after request by the Administrative Agent such other information as may be reasonably requested by the Administrative Agent to enable the Administrative Agent and its counsel to evaluate any of such Proceedings;

Litigation or Other Proceedings. To the extent not disclosed pursuant to this subsectionPromptly, but in no event later than three (a3) promptly Business Days after, upon any Responsible Officer officer, director (other than any director designated by the Purchaser) or employee of the such Company obtaining actual knowledge of (XA) the institution of, or threat of, of any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration against or affecting the Company or such Company, any of its Subsidiaries or any property of the Company or any of its Subsidiaries (collectively, "ProceedingsLitigation") not previously disclosed in writing by the Company and its Subsidiaries to the Purchaser or (YB) any material development in any Insolvency Proceeding that, in any case:the case of subclause (A) or (B): (1i) if adversely determined and assuming that all damages demanded determined, has a reasonable possibility of exceeding $250,000.00 in such litigation are awarded, is in the reasonable determination of the Company likely to impair the ability of the Company to perform its payment or other material obligations under the Loan Documentsdamages; or (2ii) seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby; written notice thereof describing material details of such matters together with such other information as may be reasonably available to the such Company to enable the Agent Purchaser and its their counsel to evaluate such matters; and (bii) within twenty (20) days after the end of each Fiscal Yearfiscal quarter of such Company, a schedule of all Proceedings Litigation involving an alleged liability of, or claims against or affecting, the such Company or any of its Subsidiaries equal to or greater than $20,000,000 250,000.00, and promptly after written request by the Agent Purchaser such other information as may be reasonably requested by the Agent Purchaser to enable the Agent Purchaser and its counsel to evaluate any of such ProceedingsLitigation;

Litigation or Other Proceedings. To the extent not disclosed pursuant to this subsection, (a) promptly upon any Responsible Officer of the Company obtaining knowledge of (X) the institution of, or threat of, any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration against or affecting the Company or any of its Subsidiaries or any property of the Company or any of its Subsidiaries (collectively, "ProceedingsPROCEEDINGS") or (Y) any material development in any Proceeding that, in any case: (1) if is reasonably likely to be adversely determined and assuming that all damages demanded in such litigation are awarded, is in the reasonable determination of the Company likely to impair the ability of the Company to perform its payment or other material obligations under the Loan Documents; or (2) seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby; written notice thereof together with such other information as may be reasonably available to the Company to enable the Agent and its counsel to evaluate such matters; and (b) within twenty days after the end of each Fiscal Year, a schedule of all Proceedings involving an alleged liability of, or claims against or affecting, the Company or any of its Subsidiaries equal to or greater than $20,000,000 and promptly after request by the Agent such other information as may be reasonably requested by the Agent to enable the Agent and its counsel to evaluate any of such Proceedings;

Litigation or Other Proceedings. To the extent not disclosed pursuant to this subsection, (a) promptly upon any Responsible Officer officer of the ------------------------------- Company obtaining knowledge of (X) the institution of, or non-frivolous threat of, any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration against or affecting the Company or any of its Subsidiaries, any property of Company or any of its Subsidiaries (including without limitation any Cellular Systems) or any property of the FCC Licenses issued to and held by Company or any of its Subsidiaries (collectively, "ProceedingsPROCEEDINGS") not previously disclosed in writing by Company to Agents and Lenders or (Y) any material development in any Proceeding that, in any case: (1) if adversely determined and assuming that all damages demanded in such litigation are awardeddetermined, is in the reasonable determination of the Company likely might reasonably be expected to impair the ability of the Company give rise to perform its payment or other material obligations under the Loan Documentsa Material Adverse Effect; or (2) seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby; written notice thereof together with such other information as may be reasonably available to the Company to enable the Agent Administrative Agent, Lenders and its their counsel to 100 evaluate such matters; and (b) within twenty days after the end of each Fiscal YearQuarter, a schedule of all Proceedings involving an alleged liability of, or claims against or affecting, the Company or any of its Subsidiaries equal to or greater than $20,000,000 2,000,000, and promptly after request by the Administrative Agent such other information as may be reasonably requested by the Administrative Agent to enable the Administrative Agent and its counsel to evaluate any of such Proceedings;

Litigation or Other Proceedings. To the extent not disclosed pursuant to this subsection, (a) promptly upon any Responsible Officer officer of the Company ------------------------------- Borrower obtaining knowledge of (X) the institution of, or non-frivolous threat of, any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration Proceeding against or affecting the Company Borrower or any of its Subsidiaries or any property of the Company Borrower or any of its Subsidiaries (collectively, "Proceedings") not previously disclosed in writing by Borrower to Lenders or (Y) any material development in any Proceeding that, in any case: (1) if adversely determined and assuming that all damages demanded determined, could reasonably be expected to result in such litigation are awarded, is in the reasonable determination of the Company likely to impair the ability of the Company to perform its payment or other material obligations under the Loan Documentsa Material Adverse Effect; or (2) seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby; written notice thereof together with such other information as may be reasonably available to the Company Borrower to enable the Agent Lenders and its their counsel to evaluate such matters; and (b) within twenty days after the end of each Fiscal YearQuarter, a schedule of all Proceedings (other than any Proceeding as to which a solvent and unaffiliated insurance company has acknowledged coverage) involving an alleged liability of, or claims against or affecting, the Company Borrower or any of its Subsidiaries equal to or greater than $20,000,000 5,000,000, and promptly after request by the Administrative Agent such other information as may be reasonably requested by the Administrative Agent to enable the Administrative Agent and its counsel to evaluate any of such Proceedings;

Litigation or Other Proceedings. To the extent not disclosed pursuant to this subsection, (a) promptly upon any Responsible Officer officer of the Company Borrower obtaining knowledge of (X) the institution of, or non-frivolous threat of, any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration Proceeding against or affecting the Company Borrower or any of its Subsidiaries or any property of the Company Borrower or any of its Subsidiaries (collectively, "Proceedings") not previously disclosed in writing by Borrower to Lenders or (Y) any material development in any Proceeding that, in any case: (1) if adversely determined and assuming that all damages demanded determined, could reasonably be expected to result in such litigation are awarded, is in the reasonable determination of the Company likely to impair the ability of the Company to perform its payment or other material obligations under the Loan Documentsa Material Adverse Effect; or (2) seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby; written notice thereof together with such other information as may be reasonably available to the Company Borrower to enable the Agent Lenders and its their counsel to evaluate such matters; and (b) within twenty days after the end of each Fiscal YearQuarter, a schedule of all Proceedings (other than any Proceeding (x) disclosed by Borrower in its public filings with the Securities and Exchange Commission and delivered to Lenders or (y) as to which a solvent and unaffiliated insurance company has acknowledged coverage) involving an alleged liability of, or claims against or affecting, the Company Borrower or any of its Subsidiaries equal to or greater than $20,000,000 20,000,000, and promptly after request by the Administrative Agent such other information as may be reasonably requested by the Administrative Agent to enable the Administrative Agent and its counsel to evaluate any of such Proceedings;

Litigation or Other Proceedings. To the extent not disclosed pursuant to this subsection, (a) promptly upon any Responsible Officer officer of the Company Borrower obtaining knowledge of, but in no case later than concurrently with each delivery of financial statements of Borrower pursuant to subdivisions (ii) and (iii) above, (X) the institution of, or threat of, of any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration against or affecting the Company Borrower or any of its Subsidiaries or any property of the Company Borrower or any of its Subsidiaries (collectively, "“Proceedings"”) not previously disclosed in writing by Borrower to Lenders or (Y) any material development in any Proceeding that, in any case: (1) if adversely determined and assuming that all damages demanded in such litigation are awardeddetermined, is in the has a reasonable determination possibility of the Company likely giving rise to impair the ability of the Company to perform its payment or other material obligations under the Loan Documentsa Material Adverse Effect; or (2) seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby; written notice thereof together with such other information as may be reasonably available to the Company Borrower to enable the Agent Lenders and its their counsel to evaluate such matters; and (b) within twenty days after the end together with each delivery of each Fiscal Yearfinancial statements pursuant to subdivision (ii) above, a schedule of all Proceedings involving an alleged liability of, or claims against or affecting, the Company Borrower or any of its Subsidiaries equal to or greater than $20,000,000 5,000,000, and promptly after request by the Administrative Agent such other information as may be reasonably requested by the Administrative Agent to enable the Administrative Agent and its counsel to evaluate any of such Proceedings;

Litigation or Other Proceedings. To the extent not disclosed pursuant to this subsection, (a) promptly Promptly upon any Responsible Officer officer, director, member or stockholder of either of the Company Borrowers obtaining knowledge of (X) the non- frivolous institution of, or threat of, any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration against or affecting the Company or any of its Subsidiaries the Borrowers and their Subsidiaries, or any property of the Company or any of its the Borrowers and their Subsidiaries (collectively, "Proceedings") not previously disclosed in writing by the Borrowers to the Lenders or (Y) any material development in any Proceeding that, in any case: (1) if adversely determined and assuming that all damages demanded determined, would result in such litigation are awarded, is in the reasonable determination of the Company likely to impair the ability of the Company to perform its payment or other material obligations under the Loan Documentsa Material Adverse Effect; or (2) seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, any of the transactions between the Borrowers and the Lender Parties contemplated hereby; written notice thereof together with such other information as may be reasonably available to the Company Borrowers to enable the Agent Lenders and its their counsel to evaluate such matters; and (b) within twenty days after the end of each Fiscal YearQuarter, a schedule of all Proceedings involving an alleged liability of, or claims against or affecting, the Company or any of its the Borrowers and their Subsidiaries equal to or greater than $20,000,000 and 1,500,000, and, promptly after request by the Agent Administrative Agent, such other information as may be reasonably requested by the Administrative Agent to enable the Agent Lenders and its their counsel to evaluate any of such Proceedings;

Litigation or Other Proceedings. To the extent not disclosed pursuant to this subsection, (a) promptly upon any Responsible Officer officer of the Company Borrower obtaining knowledge of, but in no case later than concurrently with each delivery of financial statements of Borrower pursuant to subdivisions (ii) and (iii) above, (X) the institution of, or threat of, of any action, suit, proceeding proceed- ing (whether administrative, judicial or otherwise), governmental investigation or arbitration against or affecting the Company Borrower or any of its Subsidiaries or any property of the Company Borrower or any of its Subsidiaries (collectivelycollec- tively, "Proceedings") not previously disclosed in writing by Borrower to Lenders or (Y) any material development in any Proceeding that, in any case: : (1) if adversely determined and assuming that all damages demanded in such litigation are awardeddetermined, is in the has a reasonable determination possibility of the Company likely giving rise to impair the ability of the Company to perform its payment a Material Adverse Effect; or other material obligations under the Loan Documents; or (2) seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby; written notice thereof together with such other information as may be reasonably available to the Company Borrower to enable the Agent Lenders and its their counsel to evaluate such matters; and (b) within twenty days after the end together with each delivery of each Fiscal Yearfinancial statements pursuant to subdivision (ii) above, a schedule of all Proceedings involving an alleged liability of, or claims against or affecting, the Company Borrower or any of its Subsidiaries equal to or greater than $20,000,000 5,000,000, and promptly after request by the Administrative Agent such other information as may be reasonably requested by the Administrative Agent to enable the Administrative Agent and its counsel to evaluate any of such Proceedings;

Litigation or Other Proceedings. To the extent not disclosed pursuant to this subsectionPromptly, but in no event later than three (a3) promptly Business Days after, upon any Responsible Officer officer, director (other than any director designated by the Purchaser) or employee of the such Company obtaining actual knowledge of (XA) the institution of, or threat of, of any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration against or affecting the Company or such Company, any of its Subsidiaries or any property of the Company or any of its Subsidiaries (collectively, "Proceedings"“Litigation”) not previously disclosed in writing by the Company and its Subsidiaries to the Purchaser or (YB) any material development in any Insolvency Proceeding that, in any case:the case of subclause (A) or (B): (1i) if adversely determined and assuming that all damages demanded determined, has a reasonable possibility of exceeding $250,000.00 in such litigation are awarded, is in the reasonable determination of the Company likely to impair the ability of the Company to perform its payment or other material obligations under the Loan Documentsdamages; or (2ii) seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby; written notice thereof describing material details of such matters together with such other information as may be reasonably available to the such Company to enable the Agent Purchaser and its their counsel to evaluate such matters; and (bii) within twenty (20) days after the end of each Fiscal Yearfiscal quarter of such Company, a schedule of all Proceedings Litigation involving an alleged liability of, or claims against or affecting, the such Company or any of its Subsidiaries equal to or greater than $20,000,000 250,000.00, and promptly after written request by the Agent Purchaser such other information as may be reasonably requested by the Agent Purchaser to enable the Agent Purchaser and its counsel to evaluate any of such ProceedingsLitigation;