Material Licenses; Material Sharing Arrangements. (i[[Borrower:Organization]](1[[Borrower:Organization]] Any Broadcast License of any Consolidated Group Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Consolidated Group Entities, taken as a whole, or # for any other reason # the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement[[Borrower:Organization]], or # any Material VIE for any Shared Services Party Station (other than any Excluded VIE[[Borrower:Organization]] shall fail to preserve and maintain its legal existence or any of its material rights, privileges or franchises (including the Broadcast Licenses[[Borrower:Organization]] for such Shared Services Party Station (other than pursuant to any Disposition or other transaction not prohibited under the applicable VIE Credit Agreement or VIE Guarantee and Security Agreement applicable to such Material VIE[[Borrower:Organization]], and in each case of clause (1[[Borrower:Organization]] or (2[[Borrower:Organization]], the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; # any Nexstar/VIE Agreement listed on [Schedule 5.22] shall # be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Consolidated Group Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and # any Channel Sharing Agreement listed on [Schedule 5.23] to which any Covenant Entity or Loan Party is a Channel Sharee shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Consolidated Group Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;

Material Licenses; Material Sharing Arrangements. (i[[Borrower:Organization]](1[[Borrower:Organization]] Any Broadcast License of any Covenant Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Entities, taken as a whole, or # for any other reason # the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement[[Borrower:Organization]], or # [Reserved], and in each case of clause (1[[Borrower:Organization]] or (2[[Borrower:Organization]], the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; # any Nexstar/VIE Agreement shall # be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and # any Channel Sharing Agreement listed on [Schedule 5.23] to which any Covenant Entity is a Channel Sharee shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;

Material Licenses; Material Sharing Arrangements. (i[[WXXA Borrower:Organization]](1[[WXXA Borrower:Organization]] Any Broadcast License of any Covenant Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Covenant Entities, taken as a whole, or # for any other reason # the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own or operate such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement[[WXXA Borrower:Organization]], or # [Reserved], and in each case of clause (1[[WXXA Borrower:Organization]] or (2[[WXXA Borrower:Organization]], the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; # any Nexstar/VIE Agreement shall # be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and # any Channel Sharing Agreement listed on [Schedule 5.23] to which any Covenant Entity is a Channel Sharee shall be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Covenant Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect;

Material Licenses; Material Sharing Arrangements. (i[[Borrower:Organization]](1[[Borrower:Organization]] Any Broadcast License of any Consolidated Group Entity shall be terminated, forfeited or revoked or shall fail to be renewed for any reason whatsoever or shall be modified in a manner materially adverse to the interests of the Consolidated Group Entities, taken as a whole, or # for any other reason # the Covenant Entities shall at any time cease to be a licensee under any Broadcast License relating to the Station to which such Broadcast Licenses have been granted or shall otherwise fail to have all required authorizations, licenses and permits to construct, own, operate or promote such Station (other than pursuant to any Disposition or other transaction not prohibited under this Agreement[[Borrower:Organization]], or # any Material VIE for any Shared Services Party Station (other than any Excluded VIE[[Borrower:Organization]] shall fail to preserve and maintain its legal existence or any of its material rights, privileges or franchises (including the Broadcast Licenses[[Borrower:Organization]] for such Shared Services Party Station (other than pursuant to any Disposition or other transaction not prohibited under the applicable VIE Credit Agreement or VIE Guarantee and Security Agreement applicable to such Material VIE[[Borrower:Organization]], and in each case of clause (1[[Borrower:Organization]] or (2[[Borrower:Organization]], the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect; # any Nexstar/VIE Agreement listed on [Schedule 5.22] shall # be revoked, cancelled, terminated or expired by its terms and not renewed for any reason whatsoever or shall be modified at the request of any Governmental Authority in a manner materially adverse to the interests of the Consolidated Group Entities, taken as a whole and the occurrence of which could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect and # any Channel Sharing Agreement listed on [Schedule 5.23] to which any Covenant Entity or Loan Party is a Channel Sharee shall

The Borrower has obtained material licenses in relation to the Project pursuant to laws and regulations of the PRC.

Material Contracts and Licenses. Company shall comply with all terms and conditions of, and fulfill all of its obligations under, all of the Material Contracts, except for such noncompliance that would not reasonably be expected to result in a Material Adverse Event. Company shall use commercially reasonable efforts to enforce against the other party(ies) to each Material Contract all material terms and conditions thereunder, except where the failure of the other party(ies) to perform would not reasonably be expected to have a Material Adverse Effect. Company shall not amend any Material Contract or issue any waivers or consents or other approvals under any Material Contract without the prior written consent of Bain (not to be unreasonably withheld, conditioned or delayed), except where such amendment, waiver, or consent would not reasonably be expected to result in a Material Adverse Event. Company shall ensure that all Licenses contain provisions that require the Licensees to notify Company of any Material Adverse Event and that allow Company to share information pertaining to the Development and Commercialization of the Product to Bain as contemplated by this Agreement.

Material. Any biological or chemical material which is transferred by or on behalf of a Party or its Affiliates to the other Party or its Affiliates under this Agreement shall be used only for purposes of this Agreement, and shall not be used for any other purpose, ​. The Party or its Affiliate receiving such material shall keep the material secure and safe from loss damage, theft, misuse and unauthorized access and shall use the material in accordance with all Applicable Laws, regulations and guidelines.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller on or before the expiration of 30 days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give the parties the full thirty-day period to make such election). Upon any such termination, the Earnest Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If Purchaser does not elect to terminate this Agreement within said 30-day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies as well as the amount of any uninsured loss. For the purposes of this Agreement, "Material Damage" and "Materially Damaged" means damage which, in Seller's reasonable estimation, exceeds $250,000.00 to repair.

Material. The Material # will be delivered to Verrica free and clear of all liens and encumbrances; # will be Manufactured in accordance with the Material Specifications and conform to the Material Specifications at the time of delivery; # will be merchantable, of good material and workmanship and free from defect; # will be Manufactured and produced, and with such workmanship and quality, as shall conform in all respects with all Applicable Laws, Industry Standards and the Purchase Orders; and # shall not include any substance that is banned by any Applicable Law or Industry Standard.

SHARING ARRANGEMENTS GENERALLY. From time to time, Nexstar and Mission may agree to share the costs of certain services and procurements which they individually require in connection with the operation of the Stations. Such sharing arrangements may take the form of joint or cooperative buying arrangements, or the performance of certain functions relating to the operation of one party’s Stations by employees of the operator of the other party’s Stations (subject in all events to the supervision and control of personnel of the operator of the Stations to which such functions relate), or may be otherwise structured, and will be governed by terms and conditions upon which Nexstar and Mission may agree from time to time. Such sharing arrangements may include the co-location of the Stations’ studios, non-managerial administrative and/or master control and technical facilities of the Stations, the sharing of grounds keeping, maintenance, security, technical and other services relating to those facilities. In performing services under any such sharing arrangement (including those described in Section 4), personnel of one Party will be afforded access to, and have the right to utilize, assets and properties of the other Party to the extent necessary or desirable in the performance of such services.