Consent by Lender. The Lender consents to the amendments to the organizational documents of the Borrowers, SBA Holdings and the Guarantor filed on the date hereof in connection with this Loan Agreement Supplement, and any related filings.
Consent by Lender. Lender joins in the execution of this Agreement for the purposes of:
Consent by Lender. For purposes of Section 6.3(b) of the Loan and Security Agreement between Lender and Resort Funding dated November 14, 1997 and Section 6.2(b) of the Loan and Security Agreement between Lender and Resort Funding dated February 11, 1998, Lender hereby consents to the Transaction and the Loan.
Consent by Lender. Lender hereby consents to (i) the private placement by Subsidiary Bank of tier 2 capital qualified unsecured subordinated notes in the aggregate principal amount of $60,000,000 and the issuance by Borrower of warrants in connection therewith on substantially the same material terms as described in the documents previously provided to Lender (copies of which are included in the information provided in Exhibit B to this Seventh Amendment); (ii) the issuance by Borrower of $60,000,000 of preferred stock and warrants in connection therewith on substantially the same material terms as described in the documents previously provided to Lender (copies of which are included in the information provided in Exhibit B to this Seventh Amendment); and (iii) the amendment and restatement of the certificate of incorporation of Borrower and the amendment and restatement of the By-laws of Borrower on substantially the same material terms as described in the documents previously provided to Lender (copies of which are included in the information provided in Exhibit B to this Seventh Amendment). Lender acknowledges and waives Lender’s right to remedies in connection with Borrower’s Events of Default resulting from Section E.(iii) of this Amendment. Lender’s waiver is expressly limited to the provisions and matters described in Section E.(iii) of this Amendment and will not preclude the exercise by Lender of any other right, power or remedy it may have now or in the future under the Agreement. Except to the extent modified hereby, this consent does not, and shall not be deemed to release, waive, amend, restate, or otherwise modify in any manner any of the terms conditions, or provisions of the Agreement or any other Loan Documents, all of which Borrower hereby: (x) confirms are in fully force and effect and are enforceable in accordance with their respective terms; and (y) ratifies and affirms in all respects.
Consent by Lender. Lender hereby consents to the transfer to and ----------------- assumption by Signature of all of the Fall Creek Obligations and Lender hereby agrees from and after the date hereof to recognize Signature as the "Seller" under the Fall Creek Loan Documents. Such consent shall not constitute a consent to any further transfer or assignment of the Fall Creek Obligations or for any other transfer, assignment or transaction for which Lender's consent is required under the Fall Creek Loan Documents.
Consent by Lender. Lender hereby consents to the transfer to and ----------------- assumption by Signature of all of the Cypress Obligations and Lender hereby agrees from and after the date hereof to recognize Signature as the "Borrower" under the Cypress Loan Documents. Such consent shall not constitute a consent to any further transfer or assignment of the Cypress Obligations or for any other transfer, assignment or transaction for which Lender's consent is required under the Cypress Loan Documents.
Consent by Lender. Lender hereby consents to the transfer to and ----------------- assumption by Signature of all of the San Xxxx Obligations and Lender hereby agrees from and after the date hereof to recognize Signature as the "Borrower" under the San Xxxx Loan Documents. Such consent shall not constitute a consent to any further transfer or assignment of the San Xxxx Obligations or for any other transfer, assignment or transaction for which Lender's consent is required under the San Xxxx Loan Documents.
Consent by Lender. Lender hereby consents to the transfer to and ----------------- assumption by AKGI of all of the Royal Palm Obligations and Lender hereby agrees from and after the date hereof to recognize AKGI as the "Borrower" under the Royal Palm Loan Documents. Such consent shall not constitute a consent to any further transfer or assignment of the Royal Palm Obligations or for any other transfer, assignment or transaction for which Lender's consent is required under the Royal Palm Loan Documents.
Consent by Lender. Lender hereby consents to the transfer to and ----------------- assumption by AKGI of all of the Flamingo Obligations and Lender hereby agrees from and after the date hereof to recognize AKGI as the "Borrower" under the Flamingo Loan Documents. Such consent shall not constitute a consent to any further transfer or assignment of the Flamingo Obligations or for any other transfer, assignment or transaction for which Lender's consent is required under the Flamingo Loan Documents.
Consent by Lender. The Lender consents to the amendments to the organizational documents of the Existing Borrowers in the forms set forth as Exhibit E hereto; provided, however, that, prior to the filing thereof, the Lender shall have received an opinion of counsel reasonably satisfactory to the Lender to the effect that the filing of any such amendment will not cause a taxable event for U.S. federal income tax purposes to any holder of a Certificate and an officer’s certificate to the effect that such amendment is permitted under the Loan Documents and that all conditions precedent related thereto have been satisfied.
