OTHER NON-MATERIAL ASSETS NOT USED IN THE OPERATION OF ANY STATION AND THE
EQUITY INTERESTS IN ITS SUBSIDIARIES AND CONTRACTUAL RIGHTS UNDER CONTRACTS
DESCRIBED IN SUBSECTION (C) BELOW;
(C)
EXCEPT AS OTHERWISE SET FORTH IN THIS SECTION 5.18, THE PARENT IS
NOT A PARTY TO OR BOUND BY ANY CONTRACT OR AGREEMENT OTHER THAN THE STATION
CONTRACTS AND OTHER CONTRACTUAL ARRANGEMENTS ENTERED INTO IN THE ORDINARY COURSE
OF BUSINESS CONSISTENT WITH THE RESTRICTIONS SET FORTH IN SUBSECTION (D)(III)
BELOW; AND
(D)
EXCEPT AS OTHERWISE SET FORTH IN THIS SECTION 5.18, THE PARENT DOES
NOT CONDUCT ANY BUSINESS OTHER THAN
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(I)
HOLDING THE EQUITY INTERESTS IN THE BORROWER,
(II)
ENTERING INTO AND PERFORMING CONTRACTS ON BEHALF OF THE BORROWER
AND THE SUBSIDIARIES IN CONNECTION WITH THE ORDINARY COURSE OF OPERATION OF THE
STATIONS AND THE BUSINESS (THE "STATION CONTRACTS"), AND
(III)
ENTERING INTO AND PERFORMING CONTRACTS IN CONNECTION WITH THE
CORPORATE OFFICE AND OTHER CORPORATE OVERHEAD ITEMS CONSISTENT WITH PAST
PRACTICES.
There are no Liens of any nature whatsoever on any of the property or assets of
the Parent except Liens permitted by Section 7.01.
5.19
SOLVENT.
THE BORROWER IS, AND THE PARENT, THE BORROWER AND THEIR
SUBSIDIARIES ARE ON A GAAP CONSOLIDATED BASIS, SOLVENT.
ARTICLE VI.
AFFIRMATIVE COVENANTS
So long as any Lender shall have any Commitment hereunder, any Loan or other
Obligation hereunder shall remain unpaid or unsatisfied, or any Letter of Credit
shall remain outstanding, the Borrower and the Parent shall, and shall (except
in the case of the covenants set forth in Sections 6.01, 6.02 and 6.03) cause
each Restricted Subsidiary to:
6.01
FINANCIAL STATEMENTS.
DELIVER TO THE ADMINISTRATIVE AGENT, IN FORM
AND DETAIL SATISFACTORY TO THE ADMINISTRATIVE AGENT:
(A)
AS SOON AS AVAILABLE, BUT IN ANY EVENT WITHIN 90 DAYS AFTER THE
END OF EACH FISCAL YEAR OF THE BORROWER, A CONSOLIDATED BALANCE SHEET OF THE
PARENT (INCLUDING THE ACCOUNTS OF THE BORROWER AND THEIR SUBSIDIARIES) AS AT THE
END OF SUCH FISCAL YEAR, AND THE RELATED CONSOLIDATED STATEMENTS OF INCOME OR
OPERATIONS, SHAREHOLDERS' EQUITY AND CASH FLOWS FOR SUCH FISCAL YEAR, SETTING
FORTH IN EACH CASE IN COMPARATIVE FORM THE FIGURES FOR THE PREVIOUS FISCAL YEAR,
ALL IN REASONABLE DETAIL AND PREPARED IN ACCORDANCE WITH GAAP, SUCH CONSOLIDATED
STATEMENTS TO BE AUDITED AND ACCOMPANIED BY A REPORT AND OPINION OF ONE OF THE
"BIG FOUR" CERTIFIED ACCOUNTING FIRMS OR ANOTHER INDEPENDENT CERTIFIED PUBLIC
ACCOUNTANT OF NATIONALLY RECOGNIZED STANDING OR OTHERWISE REASONABLY ACCEPTABLE
TO THE AGENTS, WHICH REPORT AND OPINION (AS TO THE FINANCIAL STATEMENTS) SHALL
BE PREPARED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS AND SHALL
NOT BE SUBJECT TO ANY QUALIFICATION OR EXCEPTION NOT REASONABLY ACCEPTABLE TO
THE ADMINISTRATIVE AGENT; AND
(B)
AS SOON AS AVAILABLE, BUT IN ANY EVENT WITHIN 45 DAYS AFTER THE END
OF EACH OF THE FIRST THREE FISCAL QUARTERS OF EACH FISCAL YEAR OF THE PARENT,
THE FOLLOWING FINANCIAL STATEMENTS AS OF THE END OF SUCH FISCAL QUARTER:
(I) CONDENSED CONSOLIDATED BALANCE SHEET AS OF THE FISCAL