Actions Requiring All Lenders' Consent Sample Clauses

Actions Requiring All Lenders' Consent. Without the written consent or ratification of all Lenders, the Agent shall not: (a) increase the Aggregate Committed Sum or increase the maximum principal amount of the Loan above the Aggregate Committed Sum. (b) agree to any reduction in the interest rate or fee provisions — excluding the Agent’s Fee or the Custodian’s Fees — of this Agreement. (c) release any material Lien held under the Facilities Papers other than in accordance with the Facilities Papers. (d) accept, and fund any Advance against the value of, any Collateral other than the types listed in Section 7.1. (e) change any Lender’s Pro Rata share of the Loan other than in accordance with the express provisions of the Facilities Papers. (f) agree to any change in the nature of the Lenders’ respective Commitments from several to joint, in whole or in part. (g) agree to any material change to any of the conditions precedent to Advances specified in Sections 8.1 and 8.2. (h) agree to any change to the definition of “Required Lenders”. (i) extend the Maturity Date, the Termination Date or the due date of any required payment other than in accordance with the express provisions of the Facilities Papers. (j) agree to any change in this Section or in Section 14.3.
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Actions Requiring All Lenders' Consent. Without the written consent or ratification of all Lenders, the Agent shall not: (a) release any material Lien held under the Facilities Papers other than in accordance with the Facilities Papers. (b) waive, compromise or settle any material claim against the Companies or the Parent or release any of them from any material obligation or liability under the Facilities Papers. (c) agree to any change in the interest rate or fee provisions-- excluding the Custodian's Fees-- of this Agreement. (d) increase the Aggregate Committed Sum or increase the maximum principal amount of the Loan above the Aggregate Committed Sum. (e) change any Lender's Pro Rata share of the Loan other than in accordance with the express provisions of the Facilities Papers. (f) extend the Maturity Date of the Loan other than in accordance with the express provisions of the Facilities Papers.
Sample 1
Actions Requiring All Lenders' Consent. Without the written consent or ratification of all Lenders, the Agent shall not: (a) increase the Aggregate Committed Sum or increase the maximum principal amount of the Loan above the Aggregate Committed Sum. (b) agree to any material reduction in the interest rate or fee provisions of this Agreement, excluding the provisions relating to the Agent’s Fee or the Custodian’s Fees. (c) release any material Lien held under the Facilities Papers other than in accordance with the Facilities Papers. (d) accept, and fund any Advance against the value of, any Collateral other than the types listed in Section 6.1. (e) change any Lender’s Pro Rata share of the Loan other than in accordance with the express provisions of the Facilities Papers.
Sample 1
Actions Requiring All Lenders' Consent. Without the written consent or ratification of all Lenders, the Administrative Agent shall not: (a) increase the Maximum Loan Amount or increase (other than as provided for in Section 2.1(b)) or extend any Lender’s Commitment; (b) agree to any reduction in the principal amount of any Loan, the Interest Rate or any fee, excluding the Administrative Fee in the Repurchase Agreement; (c) agree to any change to any of the conditions precedent to Loans specified in Section 5 of this Agreement. (d) release any material Lien held under the Loan Documents other than in accordance with the Loan Documents; (e) accept, and enter into any Loan with non Eligible Collateral or change the definitions of Collateral Value or Advance Rate; (f) change any Lender’s Funding Share of a Loan other than in accordance with the express provisions of the Loan Documents; (g) agree to any change in the nature of the Lenders’ respective Commitments from several to joint, in whole or in part; (h) agree to any change to the definition of “Majority Lenders” (i) extend the Termination Date or any Payment Date or any other date for payment of principal, interest or fees (excluding the Administrative Fee under the Repurchase Agreement) other than in accordance with the express provisions of the Loan Documents; (j) release any Borrower from any of its obligations under the Repurchase Documents or Loan Documents; (k) change the definition of Pro Rata or the distribution provisions of Section 3.7 or Section 11.2 hereof; or (l) agree to any change in this Section 12.1.
Sample 1
Actions Requiring All Lenders' Consent. Without the written consent or ratification of all Seasoned Warehouse Lenders, the Seasoned Warehouse Agent shall not: (a) extend the due date or reduce the amount of any mandatory principal payment. (b) release any material Lien held under the Loan Documents other than in accordance with the Loan Documents. (c) waive, compromise or settle any material claim against the Companies or release any of them from any material obligation or liability under the Seasoned Warehouse Loan Documents. (d) agree to any change in the interest rate or fee provisions -- excluding the Seasoned Warehouse Agent's Fee and the Custodian's Fee -- of this Agreement. (e) increase the Aggregate Committed Sum or increase the maximum principal amount of the Seasoned Warehouse Revolving Loans above the Aggregate Committed Sum. (f) change any Lender's Pro Rata share of the Seasoned Warehouse Revolving Loans other than in accordance with the express provisions of the Seasoned Warehouse Loan Documents. (g) extend the Termination Date. (h) change any provision of this Agreement that specifically requires the approval of, or other action by, all Seasoned Warehouse Lenders, including (i) the provisions of this SECTION 14.2, (ii) the parenthetical in the first sentence of SECTION 3.1 requiring all Seasoned Warehouse Lenders' to elect in writing to continue lending under this Agreement despite the existence of an uncured and unwaived Default or Event of Default, (iii) the last clause of SECTION 13.2 requiring all Seasoned Warehouse Lenders' written consent to override the automatic acceleration of maturity of the Obligations and termination of the Seasoned Warehouse Lenders' Commitments after an Event of Default described in SECTION 13.1(h), (iv) the last sentence of SECTION 14.17(a) requiring all Seasoned Warehouse Lenders' consent or ratification of any amendment to that Section (concerning participations), (v) the proviso in the first sentence of SECTION 16.11 prohibiting the Companies' assignment or delegation of their rights, benefits or duties hereunder without all Seasoned Warehouse Lenders' consent or confirmation and (vi) the last sentence of SECTION 16.19 requiring all Seasoned Warehouse Lenders' execution of a written instrument to modify or relinquish the jury trial waiver provisions of that Section.
Sample 1
Actions Requiring All Lenders' Consent. Without the written consent or ratification of all Lenders, the Agent shall not: (a) waive, compromise or settle any material claim against the Company or the Guarantor or release either of them from any material obligation or liability under the Facilities Papers. (b) release any material Lien held under the Facilities Papers other than in accordance with the Facilities Papers. 85 (c) agree to any change in the interest rate or fee provisions -- excluding the Agent's Fee or the Custodian's Fees -- of this Agreement. (d) increase the Aggregate Committed Sum or increase the maximum principal amount of the Loan above the Aggregate Committed Sum. (e) increase any Sublimit. (f) change any Lender's Pro Rata share of the Loan other than in accordance with the express provisions of the Facilities Papers (including SECTION 2.2). (g) agree to any change in the nature of the Lenders' respective Commitments from several to joint, in whole or in part. (h) agree to any material change to any of the conditions precedent to Advances specified in SECTIONS 7.1 and 7.2. (i) agree to any change to the definition of "Majority Lenders". (j) extend the Maturity Date of the Loan or the due date of any required payment other than in accordance with the express provisions of the Facilities Papers. (k) agree to any change in this Section or in SECTION 13.3.
Sample 1

Related to Actions Requiring All Lenders' Consent

  • Lender's Consent Whenever Lender's consent is required to be obtained under this Agreement, any of the Other Agreements or any of the Security Documents as a condition to any action, inaction, condition or event, Lender shall be authorized to give or withhold such consent in its sole and absolute discretion and to condition its consent upon the giving of additional collateral security for the Obligations, the payment of money or any other matter.

  • Affected Lenders’ Consent Without the written consent of each Lender that would be directly affected thereby, no amendment, modification, termination, or consent shall be effective if the effect thereof would: (i) extend the scheduled final maturity of any Loan or Note; (ii) waive, reduce or postpone any scheduled repayment (but not prepayment); (iii) extend the stated expiration date of any Letter of Credit beyond the Revolving Commitment Termination Date; (iv) reduce the rate of interest on any Loan (other than any waiver of any increase in the interest rate applicable to any Loan pursuant to Section 2.10) or any fee or any premium or other amount payable hereunder; (v) extend the time for payment of any such interest or fees; (vi) reduce the principal amount of any Loan or any reimbursement obligation in respect of any Letter of Credit; (vii) amend, modify, terminate or waive any provision of Section 2.13(b)(iii), this Section 10.5(b), Section 10.5(c) or any other provision of this Agreement that expressly provides that the consent of all Lenders is required or for the pro rata treatment among Lenders; (viii) amend the definition of “Requisite Lenders” or “Pro Rata Share”; provided, with the consent of Requisite Lenders, additional extensions of credit pursuant hereto may be included in the determination of “Requisite Lenders” or “Pro Rata Share” on substantially the same basis as the Term Loan Commitments, the Term Loans, Revolving Commitments and the Revolving Loans are included on the Second Restatement Date; (ix) release all or substantially all of the Collateral or all or substantially all of the Guarantors from the Guaranty except as expressly provided in the Credit Documents; or (x) consent to the assignment or transfer by any Credit Party of any of its rights and obligations under any Credit Document; provided that for the avoidance of doubt, all Lenders shall be deemed directly affected thereby with respect to any amendment described in clauses (vii), (viii), (ix) and (x).

  • Requisite Lenders’ Consent Subject to Section 10.5(b) and 10.5(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of the Requisite Lenders.

  • Mitigation Obligations; Replacement of Lenders (a) If any Lender requests compensation under Section 2.12, or if the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 2.14, then such Lender shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 2.12 or 2.14, as the case may be, in the future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment. (b) If any Lender requests compensation under Section 2.12, or if the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 2.14, or if any Lender defaults in its obligation to fund Loans hereunder, then the Borrower may, at its sole expense and effort, upon notice to such Lender and the Administrative Agent, require such Lender to assign and delegate, without recourse (in accordance with and subject to the restrictions contained in Section 9.04), all its interests, rights and obligations under this Agreement to an assignee that shall assume such obligations (which assignee may be another Lender, if a Lender accepts such assignment); provided that (i) the Borrower shall have received the prior written consent of the Administrative Agent, which consent shall not unreasonably be withheld, (ii) such Lender shall have received payment of an amount equal to the outstanding principal of its Loans, accrued interest thereon, accrued fees and all other amounts payable to it hereunder, from the assignee (to the extent of such outstanding principal and accrued interest and fees) or the Borrower (in the case of all other amounts) and (iii) in the case of any such assignment resulting from a claim for compensation under Section 2.12 or payments required to be made pursuant to Section 2.14, such assignment will result in a reduction in such compensation or payments. A Lender shall not be required to make any such assignment and delegation if, prior thereto, as a result of a waiver by such Lender or otherwise, the circumstances entitling the Borrower to require such assignment and delegation cease to apply.

  • Lender Consent For purposes of determining compliance with the conditions specified in Section 3.01, each Lender that has signed this Agreement shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required hereunder to be consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative Agent shall have received notice from such Lender prior to the proposed Agreement Effective Date specifying its objection thereto.

  • Acknowledgement and Consent to Bail-In of Affected Financial Institutions Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any Affected Financial Institution arising under any Loan Document, to the extent such liability is unsecured, may be subject to the Write-Down and Conversion Powers of the applicable Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by: (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liabilities arising hereunder which may be payable to it by any party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-In Action on any such liability, including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent undertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of the Write-Down and Conversion Powers of the applicable Resolution Authority.

  • Additional Commitment Lenders The Borrower shall have the right to replace each Non-Extending Lender with, and add as “Lenders” under this Agreement in place thereof, one or more Eligible Assignees (each, an “Additional Commitment Lender”) as provided in Section 10.13; provided that each of such Additional Commitment Lenders shall enter into an Assignment and Assumption pursuant to which such Additional Commitment Lender shall, effective as of the Existing Maturity Date, undertake a Commitment (and, if any such Additional Commitment Lender is already a Lender, its Commitment shall be in addition to such Lender’s Commitment hereunder on such date).

  • Replacement of Non-Consenting Lender If, in connection with any proposed change, waiver, discharge or termination to any of the provisions of this Agreement as contemplated by this Section 9.02, the consent of the Required Lenders shall have been obtained but the consent of one or more Lenders (each a “Non-Consenting Lender”) whose consent is required for such proposed change, waiver, discharge or termination is not obtained, then (so long as no Event of Default has occurred and is continuing) the Borrower shall have the right, at its sole cost and expense, to replace each such Non-Consenting Lender or Lenders with one or more replacement Lenders pursuant to Section 2.18(b) so long as at the time of such replacement, each such replacement Lender consents to the proposed change, waiver, discharge or termination.

  • Acknowledgement and Consent to Bail-In of EEAAffected Financial Institutions Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any EEAAffected Financial Institution arising under any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of an EEAthe applicable Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by: (a) the application of any Write-Down and Conversion Powers by an EEAthe applicable Resolution Authority to any such liabilities arising hereunder which may be payable to it by any party hereto that is an EEAAffected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such EEAAffected Financial Institution, its parent undertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of the write-down and conversion powers of any EEAthe applicable Resolution Authority.

  • Acknowledgment and Consent to Bail-In of Affected Financial Institutions Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any Affected Financial Institution arising under any Loan Document may be subject to the Write-Down and Conversion Powers of the applicable Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by: (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liabilities arising hereunder which may be payable to it by any party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-In Action on any such liability, including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of the Write-Down and Conversion Powers of the applicable Resolution Authority.

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