Consent to Credit Agreement. Each Subordinated Creditor acknowledges receipt from the Parent Company of a correct and complete copy of the Senior Credit Agreement as in effect as of the date such Subordinated Creditor became a party to this Agreement, and consents to all of the provisions of the Senior Credit Agreement as in effect as of such date.
Consent to Credit Agreement. At or prior to the Contribution Closing, Acquirer shall use reasonable best efforts to take, or cause to be taken, all actions and use reasonable best efforts to do, or cause to be done, all things necessary, proper and advisable to obtain any consent necessary pursuant to the terms of the Credit Agreement in order to consummate the transactions contemplated by this Agreement and the other Transaction Agreements.
Consent to Credit Agreement. AFC and each Holder of Subordinated Indebtedness acknowledges receipt from the Company of a correct and complete copy of the Credit Agreement as in effect as of the date hereof, and consents to all of the provisions of the Credit Agreement as in effect as of such date and agrees that its consent is not required for any amendments, modifications or waivers of the provisions thereof.
Consent to Credit Agreement. Notwithstanding anything to the contrary set forth in Section 2.22(a)(ii) of the Credit Agreement, the Required Lenders hereby consent to the incurrence by the Borrowers of the Designated 2014 Incremental Term Loans on the Second Amendment Effective Date to fund the payment of (x) the 2014 Special Dividend and (y) the fees and expenses incurred in connection therewith so long as all of the conditions and requirements (other than Section 2.22(a)(ii)) set forth in Section 2.22 shall be satisfied. It being understood and agreed that (i) the incurrence of the Designated 2014 Incremental Term Loans shall not count against the Incremental Cap and (ii) the Designated 2014 Incremental Term Loans shall constitute “Incremental Term Loans” for all purposes under the Credit Agreement and the other Loan Documents.
Consent to Credit Agreement. Subject to the satisfaction of the conditions set forth in Section 3 of this Agreement, the Lenders hereby (a) consent to the execution, delivery and the performance of the NATCO Transactions by the Borrower and its Subsidiaries subject to the provisions of the Credit Agreement other than those provisions expressly waived or excused pursuant to clauses (b) and (c) of this Section, (b) waive any noncompliance with Sections 6.1(a), 6.2(a), 6.2(b), 6.2(g) or 6.3(a) of the Credit Agreement as a result of the consummation of the NATCO Transactions and (c) agree that no amounts which are required to be expended by the Borrower or any of its Subsidiaries in connection with the consummation of the NATCO Transactions shall be considered to be usage of the amounts permitted under Sections 6.2(b)(viii)(B), 6.2(b)(x), 6.2(b)(xii) or 6.3(a) of the Credit Agreement, in each case under this Section 2 subject to the following provisions:
(a) promptly following the execution and delivery thereof, Borrower shall deliver, or cause to be delivered, all material documentation pursuant to which the NATCO Transactions are consummated, including, without limitation, all purchase agreements and other liquidation or dissolution documents and certificates;
(b) in the event the NATCO Transactions consist of an acquisition by the Borrower or any existing wholly-owned Subsidiary of the Borrower of all of the outstanding equity interests held by Ballast in Trailing and NATCO, then, promptly after the consummation thereof, the Borrower shall (i) cause each of NATCO and Trailing to execute and deliver to the Administrative Agent the Collateral Documents and related documents, certificates and opinions that would be required by Sections 6.1(p) and 6.1(q) of the Credit Agreement if NATCO and Trailing were each then first acquired by the Borrower as new Subsidiaries, including, without limitation, a Subsidiary Guaranty, Contribution Agreement, Receivables Security Agreement, Master Intercompany Demand Note, and Note Pledge Agreement or (ii) cause each of NATCO and Trailing to merge or consolidate with and into one or more of the Guarantors and provide the Administrative Agent with evidence reasonably satisfactory to it of such mergers or consolidations;
(c) the cash purchase price paid by the Borrower and its Subsidiaries for the equity interests in Trailing and NATCO held by Ballast shall not exceed $5,500,000 in the aggregate; and
(d) the NATCO Transactions shall only be consummated pursua...
Consent to Credit Agreement. The Required Lenders party hereto hereby (i) in accordance with Section 6.13(b) of the Credit Agreement, consent to the amendment and restatement of the Omnibus Agreement on the terms and conditions set forth in the agreement substantially in the form attached hereto as Exhibit A and (ii) waive the requirement under Section 5.1(j) of the Credit Agreement to receive notice and a draft copy of such amendment five Business Days prior to the effectiveness thereof.
Consent to Credit Agreement. (a) Subject to the satisfaction of conditions precedent set forth in Section 2 below and the terms of this Amendment, Lenders hereby consent to Borrower’s entry into and consummation of the Proposed Transaction; provided that, (i) the notional amount of all Bonds issued or arising under the Proposed Transaction may not, at any time, exceed $85,000,000 in the aggregate, and (ii) each Indemnity Agreement shall be on terms and conditions (including without limitation, as to the scope of, and rights and remedies in favor of Surety as to, the Collateral Security) consistent in all material respects to those set out in the Indemnity Agreement that has been provided to Administrative Agent in connection with this Amendment or otherwise in form and substance satisfactory to the Administrative Agent using its reasonable credit judgment.
(b) The consent set out in clause (a) above (i) is limited to the extent specifically set out in this Amendment and except as expressly set out in this Amendment, no other terms, covenants or provisions of the Credit Agreement or any other Loan Document are intended to be affected by this Amendment and (ii) shall not constitute, and shall not be deemed to constitute, a waiver of future {N3807441.2} compliance by Borrower or any other Loan Party with any provision of the Credit Agreement or any other Loan Document.
Consent to Credit Agreement. (i) The Agents shall have received evidence satisfactory to them that the Borrower shall have obtained the consents necessary under the Existing Subordinated Note Indenture to permit the extensions of credit under this Agreement and (ii) the Administrative Agent shall have received (in a form and substance satisfactory to the Agents) true and correct copies, certified as to authenticity by the Borrower, of the consent document with respect thereto.
Consent to Credit Agreement. Notwithstanding anything to the contrary contained in the Credit Agreement or in any other Loan Document, including Section 8.11 of the Credit Agreement, as of the Third Amendment Effective Date (as defined below), Agents and Required Lenders hereby consent to the amendment of each of Borrower’s, Hands On’s and GoAmerica Communications Corp.’s (“GoAmerica Communications”) Constituent Documents to provide for the change of each of their legal names to Purple Communications, Inc., Purple Language Services Co. and Purple Relay Services Co., respectively; provided, that Borrower gives Agents 15 days prior written notice of such legal name change and delivers to the Agents all documents reasonably requested by the Agents to maintain the validity, perfection and priority of the security interests granted to the Collateral Agent pursuant to the Loan Documents. Upon the effective time of all such legal name changes referred to in this paragraph 2 all references in the Credit Agreement and any other Loan Document to (a) GoAmerica, Inc. shall thereafter be “Purple Communications, Inc.”, (b) Hands On Video Relay Services, Inc. shall thereafter be “Purple Language Services Co.” and (c) GoAmerica Communications shall thereafter be “Purple Relay Services Co.”.
Consent to Credit Agreement. Each Lender hereby authorizes the Administrative Agent to enter into the LAP Intercreditor Agreement on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms thereof and the Credit Agreement and agrees to be bound by the terms of the LAP Intercreditor Agreement.
