Consent to Certain Transactions. NHP hereby consents to a Change of Control Transaction (as defined in Section 1.3 of the Right of First Refusal Agreement) involving AIMCO or any of its subsidiaries or affiliates pursuant to the Real Estate Acquisition Agreement, provided that (a) the Real Estate Acquisition Agreement is entered into on or prior to May 31, 1997, (b) such agreement is delivered to NHP, and (c) such consent shall not become effective until 5:00 p.m., Eastern Time, on May 3, 1997.
Consent to Certain Transactions. Subject to Section 6 of this Agreement, the 1989 Noteholders hereby consent to the Xxxxxx Swap, the Xxxxxx Financing, the Service Line Transaction and the Fuel Pump Transaction, provided that each such transaction is consummated (a) substantially in accordance with the descriptions thereof set forth in Schedule 2 hereto, and (b) the net after-tax cash proceeds, if any, of such dispositions are utilized for nonpermanent reductions of the amounts outstanding under the Bank Loan Agreement and for working capital. Other than the Amendment Fee payable in connection with this Agreement, no fee shall be payable by the Company to the holders of the Notes in connection with such transactions.
Consent to Certain Transactions. Each Guarantor acknowledges receipt of a copy of the Revolving Credit Agreement and the other Loan Documents in the form in which each was executed and delivered by the parties thereto, as amended, supplemented or otherwise modified as of the Initial Borrowing Date, and agrees that such copies constitute adequate notice of all matters contained therein and consents to the execution and delivery of such agreements and the performance of all transactions provided for or contemplated therein; provided, however, that none of the Beneficiaries shall be obligated to furnish to any Guarantor any copies of any amendments, modifications or supplements or waivers with respect to the Revolving Credit Agreement or any of the other Loan Documents.
Consent to Certain Transactions. Each holder of shares of Series A Preferred Stock shall, by virtue of its acceptance of a stock certificate evidencing Series A Preferred Stock, be deemed to have consented, for purposes of Sections 502, 503 and 506 of the California Corporations Code, to all Permitted Repurchases. ----------------------------------- [STATE SEAL]
Consent to Certain Transactions. Subject to the terms of this Fifth Amendment, Administrative Agent and Banks hereby consent to (a) the Merger Transaction and (b) the joinder of Black Raven and Adena as Borrowers under the Credit Agreement pursuant to Section 6.13 of the Credit Agreement.
Consent to Certain Transactions. Notwithstanding anything to the contrary in the Credit Agreement or any Collateral Document, including, without limitation, Sections 7.01, 7.05, 7.06 and 7.09 thereof, the Lenders hereby agree and consent that in connection with the consummation of the transaction or series of transactions constitute the disposition, investment, contribution or other transfer of the bowling products business to the Qubica JV Entity permitted by the Credit Agreement, as amended by this Second Amendment, the Borrower and its Subsidiaries may (i) contribute the intellectual property and other assets of one or more Subsidiaries of the Borrower which comprise the bowling products business to the Qubica JV Entity in exchange for an initial 50% equity interest in the Qubica JV Entity and (ii) hold and receive the Qubica JV Demand Note as an investment in the Qubica JV Entity. The Lenders hereby agree and acknowledge that, upon the request of the Borrower, the Administrative Agent shall (or shall cause the Collateral Agent to) release any security interest in or Lien on any Collateral constituting the stock or assets (including, without limitation, patents and other intellectual property and the goodwill associated therewith) of: (i) AMF Bowling Products, Inc., AMF Bowling Products Mexico, S. de X.X. de C.V., international branches in France, Germany, China, Hong Kong, Japan, Sweden and Australia of AMF Bowling Products, LLC, representative offices in Russia and China of AMF Bowling Products, LLC and the stock and/or assets of AMF Bowling Products International B.V., AMF Bowling India Private Limited, AMF Bowling Poland Sp.zo.o and AMF Bowling Products, Inc., a Russian limited liability company, in each case effective upon or prior to their disposition and contribution to the Qubica JV Entity, (ii) the bowling products business contributed to the Qubica JV Entity pursuant to the Qubica JV Contribution Agreement and (iii) (A) any or all patents and other intellectual property, together with the goodwill associated therewith, related solely to the Borrower’s and its Subsidiaries’ bowling products and amusement products businesses, (B) a royalty-free, perpetual license to use certain AMF trademarks only in the field of bowling and amusement products, equipment and systems and certain services related to the foregoing and (C) a license of the Pinsplash trademark. The Lenders hereby agree and consent to the amendment of the Security Agreement and each of the other Collateral Documents,...
Consent to Certain Transactions. Subject to the terms of this Tenth Amendment (including Section VI hereof), Administrative Agent and Banks hereby consent to (a) the Rantoul Sale and (b) the Reinvestment Transactions. The consent granted under this Tenth Amendment shall not be considered an admission or agreement that any other modifications are contemplated by the Administrative Agent or the Banks or in any Loan Document or establish any course of dealing between Administrative Agent or the Banks and Borrower with regard to future consents, waivers or amendments. The consent granted under this Tenth Amendment should not be construed as an indication that Administrative Agent or the Banks would be willing to agree to any future modifications to any of the terms of the Credit Agreement or other Loan Documents, or any waiver of any Events of Default or Defaults that may exist or occur thereunder.
Consent to Certain Transactions. The US Borrower has advised the Agent that, immediately following the time at which this Amendment becomes effective, (x) the following assignments (the “Effective Date Assignments”) of US Loans shall be effected, each pursuant to an Assignment and Acceptance delivered to the Agent and in accordance with Section 10.03 of the Loan Agreement, and in the order in which such assignments appear below:
(a) Promontoria Holding B.V. shall assign US Loans having an aggregate principal amount of $25,000,000 (the “Specified US Loans”) to Holdings;
(b) Holdings shall assign the Specified US Loans to Holdco; and
(c) Holdco shall assign the Specified US Loans to the US Borrower; and (y) the US Borrower shall retire all Indebtedness in respect of the entire principal amount of the Specified US Loans (the “Loan Retirement”). The Lenders hereby consent to, and agree that Section 8.08 shall be inapplicable to, the Effective Date Assignments and the Loan Retirement.
Consent to Certain Transactions. Anything contained in the Loan Agreement or the other Loan Documents to the contrary notwithstanding, Foothill hereby consents:
a. to the change of the name of WXLC to "WorldxChange Communications, Inc.;"
b. to the creation of Holdings as a new Subsidiary of WXCC; and
c. to the contribution of 100% of the capital stock of CTST to Holdings.
Consent to Certain Transactions. In reliance upon the representations and warranties of the Borrowers set forth in Section 7 below, and subject to the satisfaction of the conditions set forth in Section 6 below, Agent and Required Lenders hereby consent to (a) the consummation of the Equity Exchange pursuant to the terms of the Exchange Agreement and (b) the payment of a dividends to holders of the Parent’s Series B 12% Cumulative Convertible Preferred Stock and Series D 6% Cumulative Convertible Preferred Stock, in an aggregate amount not to exceed $2,000,000. This consent is a limited consent and shall be effective only in the specific instances and for the specific purposes set forth herein and does not allow for any other or further departure from the terms and conditions of the Loan Agreement or any other Loan Document, which terms and conditions shall remain in full force and effect.