Consent Agreements. All consents to assignments and all agreements relating thereto entered into with any lender, financial institution or other Person for the purpose of consenting to the assignment of the rights or securing the obligations of the Power Purchase Provider under the Power Purchase Agreement, including, but not limited to, the Consent and Agreement.
Consent Agreements. Developer agrees to cooperate with PacifiCorp’s efforts to obtain on a timely basis such direct agreements, consents, opinions and related documents from Project Parties or any of Developer’s counterparties to any Additional Project Document as may be reasonably requested by PacifiCorp or its Affiliates or financing parties.
Consent Agreements. Delivery to Lender of executed Consent Agreements from each of the Major Project Participants in substantially the form of Exhibit E, or otherwise in form and substance acceptable to Lender.
Consent Agreements. All Consent Agreements that are or will be required or imposed by Governmental Entities in order to permit the consummation of the Merger and the other transactions contemplated by this Agreement are not and will not be in excess of the Consent Cap.
Consent Agreements. Agent agrees to deliver to Owner and Assignee, on or before the date that is one hundred twenty (120) days from the date of this Agreement, an executed copy of each consent with respect to each of the Assignment Agreements.
Consent Agreements. Target shall cause each director and officer of Target to execute and deliver to Parent and, with respect to the Target Stockholders listed on Section 6.16 of the Target Disclosure Schedule, use its Best Efforts to deliver or cause to be delivered, by the date of this Agreement, consent agreements and irrevocable proxies in the forms annexed hereto as Exhibit B (the "Consent Agreements"), agreeing, among other things, to vote or execute written consents in favor of the Merger.
Consent Agreements. Within thirty (30) days following the Closing Date (or such later date as the Administrative Agent may agree), the Borrower shall have used commercially reasonable efforts to provide the Administrative Agent with copies of duly executed Consent Agreements with respect to the TotalEnergies DR JV Agreement and any other Material Contract to the extent reasonably requested by the Administrative Agent, in each case, in form and substance reasonably satisfactory to the Administrative Agent, to permit the granting of Liens on the Equity Interests of such joint venture in favor of the Collateral Agent, and the enforcement of such Liens by the Collateral Agent (including a transfer and/or other disposition of such Equity Interests upon foreclosure of such Liens) pursuant to the Security Documents, free of any restrictions or other limitations otherwise contained in the TotalEnergies DR JV Agreement or such other Material Contract, as applicable.
Consent Agreements. Not later than forty-five 45 calendar days after the date hereof, the Borrower shall deliver to the Agent, each in form and content reasonably satisfactory to the Agent, each of the following:
Consent Agreements. The Company shall have delivered Consent Agreements executed by holders of at least 75% of the outstanding shares of Company Capital Stock.
Consent Agreements. (a) Effective as of the Effective Date and notwithstanding anything to the contrary in the Loan Documents, the Agent and the Lenders hereby consent, to the Convertible Note Refinancing, it being understood and agreed that, notwithstanding the foregoing, with respect to any Existing Convertible Notes that are not exchanged for New Convertible Notes pursuant to the Convertible Note Refinancing (such non-exchanged Existing Convertible Notes being the “Non- Exchanged Existing Convertible Notes”): (i) such Non-Exchanged Existing Convertible Notes (A) for which the maturity date therefor has been not been extended to a date not earlier than September 4, 2027 and (B) that remain outstanding on January 15, 2025, will qualify as (and will be treated as) Relevant Existing Convertible Notes for all purposes of the Credit Agreement (including for purposes of the definition of Maturity Date); (ii) Sections 8.19 and 9.06(f) of the Credit Agreement shall continue to apply to such Non-Exchanged Existing Convertible Notes; (iii) for purposes of satisfying the requirement to deposit Subject Cash into a Controlled Account in accordance with clause (ii)(y) of the definition of Maturity Date (the “Non-Exchanged Defeasance Account”), (A) the Non-Exchanged Defeasance Account, together with the Subject Cash to be deposited therein, shall be separate and distinct from, and in addition to, the Controlled Accounts required to be maintained pursuant to Section 10.01 of the Credit Agreement and (B) no amount on deposit in the Non-Exchange Defeasance Account shall be counted for purposes of determining compliance with Section 10.01 of the Credit Agreement; and (iv) any Stated Interest and/or Special Interest (as each such term is defined in the Existing Convertible Notes as in effect immediately prior to the effectiveness of this Amendment) that has accrued (or would accrue) on such Existing Convertible Notes prior to the date of the consummation of the Indenture (the “Existing Interest Accrual End Date”) that is paid after the Existing Interest Accrual End Date shall be disregarded for purposes of determining the interest rate applicable to the New Convertible Notes for purposes of the Loan Documents. (b) Without limiting the requirements set forth in the proviso to Section 1.01(a) above, notwithstanding the $15,000,000 limitation set forth in the proviso set forth in the definition of Subject Cash, the Agent hereby consents to increase such limitation to $15,600,000 from and after th...
