Consent to Acquisition. The Landlord hereby acknowledges and agrees that (a) the Purchaser may acquire the assets of the Tenant and such Acquisition does not constitute a breach of, or default under, or modify the terms of, the Lease and, to the extent the Lease contains any provision to the contrary, such provisions are hereby waived with respect to the Acquisition, and (b) the Tenant may assign the Lease to the Purchaser.
Consent to Acquisition. Each of the undersigned Noteholders hereby waives the restrictions set forth in Section 3(g)(viii), of each of the BM Notes to permit, and hereby consents for all other purposes under the BM Note to, the entry into and the consummation of the transactions contemplated by the Purchase Agreement, including, without limitation, the Blocker Purchase and the Merger. For the avoidance of doubt, this letter shall constitute a waiver and consent with respect to such transactions contemplated by the Purchase Agreement for the purposes of Section 3(e) of each of the BM Notes.
Consent to Acquisition. Notwithstanding any provision of Section 10.11 of the Credit Agreement to the contrary, the Required Banks hereby agree that the Company may acquire 520,100 shares of the capital stock of ERMFI (which represent all shares of such stock not currently owned by the Company) so long as (i) all of the consideration for such acquisition is stock of the Company, (ii) at the time of such acquisition, ERMFI does not have more than $10,500,000 in Debt, (iii) neither the Company nor any other Subsidiary shall guarantee or otherwise have any liability with respect to any Debt or other obligations of ERMFI, and (iv) concurrently with such acquisition, Donaxx X. Xxxxxxxxx, Xx. xxx Solid Waste Ventures shall exchange all Debt owing to them by ERMFI for common stock of the Company.
Consent to Acquisition. (a) Notwithstanding the restrictions set forth in Sections 7.6 and 7.9 of the Loan Agreement, Agent and Lender hereby consent to the consummation of the Ampersand Acquisition subject to the terms of this Amendment and compliance by Borrower with the conditions and requirements set forth on Schedule I attached hereto.
Consent to Acquisition. The consummation of the Datahug Acquisition would violate certain of the terms and provisions of the Loan Documents, including, without limitation, Sections 6.3(a) and 6.9 of the Credit Agreement. Borrower has requested that the Lender Group consent to the Datahug Acquisition, and the Lender Group as of the effective date of this Amendment consents to such Datahug Acquisition so long as at the time of the consummation of the Datahug Acquisition, and giving effect thereto: (i) no Default or Event of Default exists and (ii) Borrower has Availability plus Qualified Cash in an amount equal to or greater than $15,000,000. The foregoing consent shall be effective only in this specific instance and for the specific purpose for which it is given, and this consent shall not entitle Borrower to any other consent or waiver in any similar or other circumstances. The foregoing consent shall be limited precisely as written and shall not be deemed to (a) be a waiver or modification of any other term or condition of the Credit Agreement or any documents related thereto, or (b) prejudice any right or remedy which the Lender Group may now have or may have in the future under or in connection with the Credit Agreement or any documents related thereto.
Consent to Acquisition. The Landlord hereby acknowledges and agrees that (a) LTC may acquire the assets of the Tenant and such Acquisition does not constitute a breach of, or default under, or modify the terms of, the Lease and, to the extent the Lease contains any provision to the contrary, such provisions are hereby waived with respect to the Acquisition, and (b) the Tenant may assign the Lease to the Purchaser.
Consent to Acquisition. The Agent and Lenders consent to the acquisition by the New Borrower (through Lithia Motors, Inc.) of certain assets of the Pine View Auto Sales, Inc. (the “Seller”) and the assumption of certain liabilities of the Seller (the “Purchase Transaction”) in accordance with the terms and conditions set forth in that certain asset purchase agreement entered into the 27th day of February, 2024 in by and between, inter alios, Seller and Lithia Motors, Inc. Section 8. Reaffirmation; Release. By signing this Amendment: (a) Each Obligor affirms that the representations and warranties in each of the existing Loan Documents are true and correct in all material respects as of the date hereof (except that such representations and warranties that speak as of a specified date or period of time shall be true and correct in all material respects only as of such date or period of time), and agree that (i) except as amended previously or in connection herewith, each Loan Document is valid and enforceable in accordance with its terms (except as may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer or similar laws relating to or limiting creditors’ rights generally or by equitable principles) and (ii) such Obligor has no claims, defenses, setoffs, counterclaims or claims for recoupment against Administrative Agent, the Lenders, the Indemnified Persons (as defined below) or the indebtedness and obligations represented by the Loan Documents. (b) Each Obligor hereby releases, acquits, and forever discharges the Administrative Agent, each Lender, their respective parent corporations, affiliates, subsidiaries, successors, assigns, officers, directors, employees, agents, attorneys and advisors (collectively, “Indemnified Persons”), and each of them, of and from any and all liability, claims, demands, damages, actions, causes of action, defenses, counterclaims, setoffs, or claims for recoupment of whatsoever nature, whether known or unknown, from the beginning of time to the date of this Amendment, whether in contract or tort or otherwise, arising directly or indirectly from, or in any way related to the Loan Agreement, this Amendment and the other Loan Documents, any other indebtedness or obligations of any Obligor to the Administrative Agent or any one or more of the Lenders or to the relationship between any Obligor and the Administrative Agent, any Lender, or the Indemnified Persons. (c) This Amendment is not a novation of the Credit Agreement or...
Consent to Acquisition. The Administrative Agent and the Lenders hereby consent to the Xxxxxx Acquisition.
Consent to Acquisition. Upon satisfaction of the conditions precedent set forth in Paragraph 11 hereof, the Lender hereby consents to the Alphanet Acquisition and hereby waives any breaches of the Loan Agreement and the Other Agreements arising as result of, or in connection with, the Alphanet Acquisition.
Consent to Acquisition. Borrower requests that Bank consent to Borrower’s acquisition of certain of the assets of Xxxxxxx Software Limited pursuant to an Asset Purchase Agreement dated on or about October 12, 2008 (the “Acquisition”). Borrower represents and warrants to Bank as follows: (a) after giving effect to the waiver set forth in Section 3 of this Amendment, no Default or Event of Default exists or would result by virtue of the closing the Acquisition and (b) Borrower, on a consolidated basis, is in compliance on a Pro-Forma Basis with the financial covenants in Section 6.6 of the Loan Agreement, recomputed as of the last day of the most recently ended fiscal quarter. In reliance on the representations and warranties of Borrower, Bank consents to the Acquisition.
