Common use of Consent in Contemplation of Transfer Clause in Contracts

Consent in Contemplation of Transfer. Any consent given pursuant to any Note Document by a holder of a Note that has transferred or has agreed to transfer its Note to (i) any Note Party, any Subsidiary or any Affiliate of any Note Party or (ii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates (either pursuant to a waiver under Section 17.1(c) or subsequent to Section 8.5 having been amended pursuant to Section 17.1(c)), in each case in connection with such consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Consent in Contemplation of Transfer. Any consent given pursuant to any Note Document this Section 16 by a holder of a Note that has transferred or has agreed to transfer its Note to (i) any Note Partythe Company, (ii) any Subsidiary or any other Affiliate of any Note Party or (iiiii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates (either pursuant to a waiver under Section 17.1(c) 16.1 or subsequent to Section 8.5 9.5 having been amended pursuant to Section 17.1(c)16.1), in each case in connection with such consent consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Consent in Contemplation of Transfer. Any consent given pursuant to any Note Document by a holder of a Note that has transferred or has agreed to transfer its Note to (i) any Note Party, any Subsidiary or any Affiliate of any Note Party or (ii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates (either pursuant to a waiver under Section 17.1(c) or subsequent to Section 8.5 having been amended pursuant to Section 17.1(c)), in each case in connection with such consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all American Assets Trust, L.P. Note Purchase Agreement other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Note Document Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) any Note Partythe Company, (ii) any Subsidiary or any other Affiliate of any Note Party or (iiiii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates (either pursuant to a waiver under Section 17.1(c) 17.1 or subsequent to Section 8.5 8.6 having been amended pursuant to Section 17.1(c)17.1), in each case in connection with such consent consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Consent in Contemplation of Transfer. Any consent given pursuant to any Note Document this Section 18 by a holder of a Note that has transferred or has agreed to transfer its Note to (i) any Note Partythe Company, (ii) any Subsidiary or any other Affiliate of any Note Party or (iiiii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates (either pursuant to a waiver under Section 17.1(c18.1(c) or subsequent to Section 8.5 8.7 having been amended pursuant to Section 17.1(c18.1(c)), in each case in connection with such consent consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 18 or any Note Document Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) any Note Partythe Company, (ii) any Subsidiary or any other Affiliate of any Note Party or (iiiii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates (either pursuant to a waiver under Section 17.1(c) 18.1 or subsequent to Section 8.5 8.6 having been amended pursuant to Section 17.1(c)18.1), in each case in connection with such consent consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Consent in Contemplation of Transfer. Any consent given pursuant to any Note Document this Section 17 by a holder of a Note that has transferred or has agreed to transfer its Note to (i) any Note Partythe Company, (ii) any Subsidiary or any other Affiliate of any Note Party or (iiiii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates (either pursuant to a waiver under Section 17.1(c) or subsequent to Section 8.5 8.6 having been amended pursuant to Section 17.1(c)), in each case in connection with such consent consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.