Common use of Certain Agreements Clause in Contracts

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Member” (as defined in the Seller’s operating agreement).

Certain Agreements. Without the prior written consent of the Administrator and or except as otherwise permitted under the Majority Purchaser Agentsrelevant Transaction Document, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires certificate of formation or limited liability company agreement except to the consent of the “Independent Manager”extent permitted thereby.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Director” (as such term is used in the Seller’s limited liability company agreement).

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller’s certificate of formation or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not agree with any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent certificate of the “Independent Manager”incorporation or by-laws.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”incorporation or by-laws.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent certificate of the “Independent Manager”.incorporation or by-laws;

Certain Agreements. Without the prior written consent of the Administrator Administrative Agent and the Majority Purchaser Group Agents, the Seller will not (and will not permit any Originator or the Servicer to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Director” (as such term is used in the Seller’s Certificate of Formation and Limited Liability Company Agreement).

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent certificate of the “Independent Manager”incorporation or by-laws.

Certain Agreements. Without the prior written consent of the Administrator Administrative Agent and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit any Originator or the Servicer to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”” (as such term is used in the Seller’s Certificate of Formation and Limited Liability Company Agreement).

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”incorporation or by-laws.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”documents.

Certain Agreements. Without the prior written consent of the Administrator Administrative Agent and the Majority Purchaser AgentsPurchasers (subject and without prejudice to Section 14.01(a) hereof), the Seller will not (and will not permit any Originator or the Master Servicer to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”” (as such term is used in the Seller’s Certificate of Formation and Limited Liability Company Agreement).

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators or the Transferor to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Director” (as defined in the Seller’s LLC Agreement).

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAgents (or each Purchaser Agent if expressly provided elsewhere in any Transaction Document), the Seller will not amend, modify, waive, revoke or terminate (or consent to any of the foregoing) (i) any Transaction Document to which it is a party or (ii) any provision of the Seller’s organizational documents which requires the consent of the “Independent ManagerDirector”.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller’s certificate of formation, limited liability company agreement or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”incorporation or by-laws.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”.incorporation or by-laws;

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller's certificate of incorporation or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.limited liability company agreement or by-laws;

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”documents.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit any Originator or BPI to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent certificate of the “Independent Manager”incorporation or by-laws.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller's certificate of formation, limited liability company agreement or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.terminate

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller's certificate of formation or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller's certificate of formation, limited liability company agreement or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators or the Transferor to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Director” (as defined in the Seller’s LLC Agreement).

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”documents).

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent ManagerDirector”.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller’s certificate of incorporation or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Director” (as such term is used in the Seller’s Certificate of Incorporation and By-Laws).

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller's certificate of incorporation or by-laws; provided, however, that prior to April 1, 2001 the Seller’s organizational documents which requires the consent Seller will not amend, modify, waive or terminate any provision of the “Independent Manager”its certificate of incorporation or by-laws.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller’s certificate of formation or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.. a Material Adverse Effect; or (C) litigation or proceeding relating to any Transaction Document;

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit the Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”formation or limited liability company agreement.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit any Originator, Greetings or AGSC to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”incorporation or by- laws.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Member” (as defined in the Seller’s operating agreement); provided the Administrator and the Majority Purchaser Agents consent to the Amended and Restated Limited Liability Agreement of the Seller dated the First Omnibus Amendment Effective Date.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchaser, the Seller will not (and will not permit any Originator or the Master Servicer to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”” (as such term is used in the Seller’s Certificate of Formation and Limited Liability Company Agreement).

Certain Agreements. Without the prior written consent of the Administrator Administrative Agent and the Majority Purchaser Group Agents, the Seller will not (and will not permit any Originator or the Servicer to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”” (as such term is used in the Seller’s Limited Liability Company Agreement).

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”incorporation or by-laws.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent certificate of the “Independent Manager”incorporation, by-laws or code of regulations, as applicable.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller's certificate of formation, limited liability company agreement or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s 's organizational documents which requires the consent of the “"Independent Manager”Director" (as defined in the Seller's limited liability company agreement).

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”incorporation or by-laws.

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”” (as defined in the Seller’s operating agreement).