OR IS REASONABLY EXPECTED TO RESULT
IN A MATERIAL ADVERSE EFFECT,
(C)
OF (I) ANY DISPUTE, LITIGATION, INVESTIGATION, PROCEEDING OR
SUSPENSION BETWEEN THE PARENT, THE BORROWER OR ANY SUBSIDIARY AND ANY
GOVERNMENTAL AUTHORITY THAT COULD REASONABLY BE EXPECTED TO RESULT IN A MATERIAL
ADVERSE EFFECT; (II) THE COMMENCEMENT OF, OR ANY MATERIAL DEVELOPMENT IN, ANY
LITIGATION OR PROCEEDING AFFECTING THE PARENT, THE BORROWER OR ANY SUBSIDIARY,
INCLUDING PURSUANT TO ANY APPLICABLE ENVIRONMENTAL LAWS, THAT COULD REASONABLY
BE EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT; (III) ANY MATERIAL
ADMONITION, CENSURE OR ADVERSE CITATION OR ORDER BY THE FCC OR ANY OTHER
GOVERNMENTAL AUTHORITY OR REGULATORY AGENCY THAT COULD REASONABLY BE EXPECTED TO
RESULT IN A MATERIAL ADVERSE EFFECT; OR (IV) ANY COMPETING APPLICATION, PETITION
TO DENY OR OTHER OPPOSITION TO ANY LICENSE RENEWAL APPLICATION FILED BY THE
BORROWER OR ANY OF ITS SUBSIDIARIES WITH THE FCC THAT WOULD REASONABLY BE
EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT, IT BEING UNDERSTOOD THAT, NO
NOTICE WILL BE REQUIRED IN CONNECTION WITH ANY LITIGATION, PROCEEDING OR FILING
INSTITUTED, REQUESTED OR MADE BY A REPEAT NUISANCE FILER AND THEIR AFFILIATES,
AGENTS AND REPRESENTATIVES; AND
(D)
OF THE OCCURRENCE OF ANY ERISA EVENT THAT COULD REASONABLY BE
EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT.
Each notice pursuant to this Section shall be accompanied by a statement of the
Borrower setting forth details of the occurrence referred to therein and stating
what action the Borrower has taken and proposes to take with respect thereto.
Each notice pursuant to Section 6.03(a) shall
66
describe each material provision of this Agreement and the Loan Documents that
may be materially implicated by the occurrence referred to therein (if any) to
the knowledge of the Responsible Officers of the Borrower.
6.04
PAYMENT OF CERTAIN OBLIGATIONS.
PAY AND DISCHARGE OR OTHERWISE
SATISFY AT OR BEFORE MATURITY OR BEFORE THEY BECOME DELINQUENT, AS THE CASE MAY
BE, ALL MATERIAL TAX LIABILITIES, ASSESSMENTS AND GOVERNMENTAL CHARGES (OTHER
THAN INDEBTEDNESS) OR LEVIES UPON IT OR ITS PROPERTIES OR ASSETS, UNLESS THE
SAME ARE BEING CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS DILIGENTLY
CONDUCTED AND ADEQUATE RESERVES IF AND TO THE EXTENT REQUIRED IN ACCORDANCE WITH
GAAP ARE BEING MAINTAINED BY THE PARENT, THE BORROWER OR SUCH SUBSIDIARY.
6.05
PRESERVATION OF EXISTENCE, ETC.
(A) PRESERVE, RENEW AND MAINTAIN
IN FULL FORCE AND EFFECT THE BORROWER'S, THE PARENT'S AND EACH RESTRICTED
SUBSIDIARY'S LEGAL EXISTENCE AND GOOD STANDING UNDER THE LAWS OF THE
JURISDICTION OF ITS ORGANIZATION EXCEPT IN A TRANSACTION PERMITTED BY
SECTION 7.04 OR 7.05; AND (B) PRESERVE OR RENEW ALL OF ITS REGISTERED PATENTS,
TRADEMARKS, TRADE NAMES AND SERVICE MARKS, THE NON-PRESERVATION OF WHICH COULD
REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
6.06
MAINTENANCE OF PROPERTIES.
(A) MAINTAIN, PRESERVE AND PROTECT ALL
OF ITS MATERIAL PROPERTIES AND EQUIPMENT NECESSARY IN THE OPERATION OF ITS
BUSINESS IN GOOD WORKING ORDER AND CONDITION, ORDINARY WEAR AND TEAR EXCEPTED;
AND (B) MAKE ALL NECESSARY REPAIRS THERETO AND RENEWALS AND REPLACEMENTS
THEREOF, EXCEPT