Qualification of Acquiror. Acquiror is and pending the Effective Time will be legally, technically, financially and otherwise qualified under the Communications Act and all rules, regulations and policies of the FCC to acquire, own and operate the material assets and business of the Company and the Company Subsidiaries. Acquiror knows of the existence of no fact that, under any Acquiror Permits and present law relating thereto, would disqualify Acquiror from consummating the Merger within the time contemplated herein. There are no facts or proceedings which would reasonably be expected to disqualify Acquiror under the Communications Act or otherwise from acquiring or operating any of the assets and business of the Company and the Company Subsidiaries or would cause the FCC not to approve the FCC Application (as defined in Section 7.4(a)). Acquiror has no knowledge of any fact or circumstance relating to Acquiror or any of its affiliates that would reasonably be expected to (a) except as set forth on Schedule 5.14, cause the filing of any objection to the FCC Application, or (b) lead to a material delay in the processing by the FCC of the FCC Application. No waiver of any FCC rule or policy is necessary to be obtained for the approval of the FCC Application, nor will processing pursuant to any exception or rule of general applicability be requested or required in connection with the consummation of the transactions herein.
Appears in 3 contracts
Sources: Merger Agreement (Loral Space & Communications LTD), Merger Agreement (Loral Space & Communications LTD), Merger Agreement (Orion Network Systems Inc/New/)