Approval Right. Any and all use by each Party of the Trademarks or and any trade dress, logos, trade names, and designs used in connection with the CoDev Products by the other Party shall be subject to the other Party’s prior express written approval. For avoidance of doubt, SGEN shall not use PIRS’ Anticalin® trademark without the advance written permission of PIRS.
Approval Right. So long as (a) 50% or more of the Common Stock purchased by the Purchaser pursuant to the Purchase Agreement is issued and outstanding and held by the Purchaser and (b) Purchaser owns at least 10% of the then issued and outstanding Common Stock, Triangle shall not, and shall cause its Subsidiaries not to, directly or indirectly, Incur any Indebtedness (other than pursuant to the Triangle Credit Agreement or the terms of the Notes); provided, however, that Triangle may Incur Indebtedness and any of its Subsidiaries may Incur Indebtedness if on the date thereof the Consolidated Leverage Ratio does not exceed 5.0 to 1.0 (provided that the Triangle Credit Agreement and Notes are excluded from such calculation).
Approval Right. 21 7.3 Certain Actions of the Board .......................................... 22 7.4
Approval Right. Notwithstanding any other -------------- provision of this Agreement to the contrary, until April 15, 2001, the Company (including any successor to the Company's business) may not Transfer any significant portion of its assets to, or merge with or into, AutoZone, Inc. or any Affiliate thereof and FS Stockholder, including any Permitted Transferee, assignee or designee of FS Stockholder and Sears Stockholder, may not directly or indirectly transfer any interest in or control over any Voting Securities to AutoZone, Inc., or any Affiliate thereof, without the prior written approval of Xx. Xxxxxxx.
Approval Right. Any and all use by each Party of the Trademarks or and any trade dress, logos, trade names, and designs used in connection with the Products by the other Party shall be subject to the other Party’s prior express written approval.
Approval Right. Without the prior approval of the Holder, Bally will not: (i) pay any holder of the Notes for the Waivers or any holder of the Senior Notes for similar waivers under the Senior Notes Indenture with respect to Bally’s failure to comply with its reporting obligations thereunder, in either case in excess of the Consent Fee and the Additional Fee (provided that any initial consent fee paid in cash shall not be in excess of $10.00 per $1,000 in principal amount) or (ii) pay the lenders under the Credit Agreement for their approval of the waivers under the Indenture and the Senior Notes Indenture and the related consent payments in excess of the Consent Fee and the Additional Fee (provided that any initial consent fee paid in cash shall not be in excess of $10.00 per $1,000 in principal amount).
Approval Right. Without the prior approval of each Holder, Bally will not: increase the consideration payable to the holders of the Senior Notes for similar waivers under the Senior Notes Indenture with respect to Bally’s failure to comply with its reporting obligations thereunder in excess of the Consent Fee and the Additional Fee.
Approval Right. The Optionee shall not Transfer any Shares without first obtaining the express written approval of the Board of Directors. In the event that the Optionee proposes to Transfer any Shares, the Optionee shall first give a written Transfer Notice to the Company along with a request to the Board of Directors to approve such Transfer. The Transfer Notice shall fully describe the proposed Transfer, including the number of Shares proposed to be Transferred, the proposed Transfer price, the name and address of the proposed Transferee and proof satisfactory to the Company that the proposed Transfer will not violate any applicable federal, State or foreign securities laws. Such Transfer Notice must be signed by the Optionee. Within a reasonable period of time after receiving the Transfer Notice, the Board of Directors shall either grant or deny the approval of such Transfer in its sole and absolute discretion. If the Board of Directors does not approve of such Transfer, the Optionee shall not be permitted to Transfer such Shares.
Approval Right. Without the written approval of the DLJMB Entities, WRC shall not, and shall not cause or permit any Subsidiary to, undertake any of the following:
(a) the entry into or amendment of any transaction or arrangement (excluding compensation and benefit arrangements of employees in the ordinary course of business) between WRC or any Subsidiary, on the one hand, and any Affiliate (other than a Subsidiary) of WRC, or any partner, shareholder, director or officer of WRC or any such Affiliate, including any entity affiliated with Ripplewood Partners, on the other hand, such approval not to be unreasonably withheld or delayed; or
(b) the entry into of any agreement with Ripplewood Partners or any of its Affiliates or the amendment, modification or replacement of:
(i) the Management Agreement, dated as of November 17, 1999, between CompassLearning and Ripplewood Partners, or
(ii) the Management Agreement, dated as of November 17, 1999, between Weekly Reader and Ripplewood Partners, if any such agreement, amendment, modification or replacement would result in Ripplewood Partners or any of its Affiliates receiving any management or similar fees from WRC or any of its Subsidiaries.
Approval Right. Notwithstanding any other provision of this -------------- Agreement to the contrary, until the third anniversary of this Agreement, the Company (including any successor to the Company's business) may not Transfer any significant portion of its assets to, or merge with or into, AutoZone, Inc. or any Affiliate thereof and FS Stockholder, including any Permitted Transferee, assignee or designee of FS Stockholder, may not directly or indirectly transfer any interest in or control over any Voting Securities to AutoZone, Inc., or any Affiliate thereof, without the prior written approval of Xx. Xxxxxxx.
