Consent to Restructuring. Each of the Administrative Agent and the Lenders hereby consents to the Restructuring and the discharge of FCMC from the FCMC Limited Recourse Guaranty, upon fulfillment of all terms and conditions of the Restructure Agreement.
Consent to Restructuring. The consummation of the Restructuring (or certain transactions comprising the Restructuring) is, without giving effect to this Amendment, prohibited by certain provisions of the Credit Agreement and the other Loan Documents, including, without limitation, Section 6.03, Section 6.04, Section 6.05 and Section 6.08 of the Credit Agreement, and the Borrowers hereby request that the Lenders consent to the consummation of the Restructuring. In reliance on the representations, warranties, covenants and agreements contained in this Amendment, and subject to satisfaction of the conditions precedent set forth in Section 4 and Section 5 hereof (the date on which all such conditions are satisfied, the “Restructuring Effective Date”), the Lenders hereby consent to the consummation of the Restructuring and waive any provisions of the Credit Agreement that otherwise would prohibit any of the steps which are necessary to effectuate such Restructuring, including the steps described in the PWC Draft Memo (defined in Section 5.1 below), to the limited extent necessary to permit such steps to occur. Subsequent to the Restructuring Effective Date, all provisions of the Credit Agreement and the other Loan Documents shall apply as written, except as expressly amended hereby. For the avoidance of doubt (i) no Default or Event of Default that may be in existence as of the Restructuring Effective Date immediately before giving effect to the Restructuring is waived hereby and (ii) no provision of the Credit Agreement or any other Loan Document is waived hereby (other than those provisions that prohibit any of the steps which are necessary to effectuate such Restructuring, including the steps described in the PWC Draft Memo, but then only to the limited extent necessary to permit such steps to occur).
Consent to Restructuring. The parties hereto hereby agree that notwithstanding any provisions of the Loan Documents (including, without limitation, Sections 8.2(d), 8.4(b), 8.4(c) or 8.4(e) of this Agreement) that might otherwise prohibit the Restructuring, the Restructuring (including, without limitation, the distribution of the remaining 80% of the common stock of Unregco to shareholders of Regco) shall be permitted consistent with the definition thereof, and no Default or Event of Default shall be deemed to have occurred under the Loan Documents solely as a result thereof. In addition, notwithstanding the provisions of Section 8.4(b) and the default provisions related thereto, if the Replacement Date has not occurred (A) as a result of the Restructuring being partially completed, or (B) in the event that the Restructuring is completed, as a result of the ratings condition set forth in Section 6.01 of the Regco $1.8 Billion Credit Agreement not being satisfied, and Reliant Energy is not in compliance with Section 8.4(b) at any time, such non-compliance will not be a Default or Event of Default so long as Regco on a pro forma or actual (as the case may be) consolidated basis would be in compliance with the financial covenant set forth in Section 8.02(a) of the Regco $1.8 Billion Credit Agreement at such time if such covenant were then applicable, it being agreed that the foregoing deemed compliance shall be available for only 90 days following the first date on which such test under Section 8.4(b) is not satisfied, unless, in the case of the circumstances described in only clause (B) above Regco becomes a party to the Support Agreement or similar support arrangement, in each case as reasonably satisfactory to the Agent, prior to the end of such 90 day period. Additionally, Unregco and its Subsidiaries shall not be restricted by the representations, covenants or events of default hereunder.
Consent to Restructuring. The Administrative Agent, the L/C Issuers and the undersigned Lenders hereby consent and agree, to the extent such consent is required under the Credit Agreement, to the Restructuring; provided that within 30 days (or such later date as is acceptable to the Administrative Agent) after the consummation of (a) each Subsidiary Restructuring, the Borrower delivers to the Administrative Agent (i) notice from a Responsible Officer, in form and substance reasonably satisfactory to the Administrative Agent, of the consummation of such Subsidiary Restructuring and, if such Subsidiary Restructuring results in the consummation of the Restructuring, confirmation of the consummation of the Restructuring and (ii) true and correct copies of the documents and agreements evidencing or effectuating such Subsidiary Restructuring as described in the applicable clause in the second recital to this Amendment, and (b) the Restructuring, the Borrower delivers to the Administrative Agent a revised Schedule 5.14 to the Credit Agreement reflecting the consummation of the Restructuring. In furtherance of the foregoing, as of the Effective Date, the Administrative Agent, the L/C Issuers and the Lenders (the “Releasing Parties”) release and terminate, without recourse, representation or warranty of any kind, (A) all Guarantees, Liens, security interests, pledges, claims or encumbrances granted by the Reorganized Released Guarantors pursuant to the Subsidiary Guaranty, Security Agreement and each other Collateral Document executed and delivered prior to the Effective Date by such Reorganized Released Guarantor, (B) all obligations and liabilities of the Reorganized Released Guarantors to the Releasing Parties howsoever arising under the Loan Documents or otherwise and whether actual or contingent (other than those obligations and liabilities which expressly survive termination of such Loan Documents) and (C) all Liens against the Equity Interests of the Reorganized Subsidiaries granted to the favor of the Administrative Agent, for the benefit of the Secured Parties, pursuant to any Collateral Document shall be released and such Equity Interests shall cease to be Collateral under the Loan Documents. Each Secured Party that is a party hereto expressly authorizes and consents to the execution and delivery, and the further taking of action, by the Administrative Agent, at the Borrower’s sole cost and expense, of all additional Loan Documents, amendments or other modifications to existing Lo...
Consent to Restructuring. The parties hereto hereby agree that notwithstanding any provisions of the Loan Documents (including, without limitation, Sections 8.02(b) and 8.02(c) of this Agreement) that might otherwise prohibit the Restructuring, the Restructuring (including without limitation the distribution of the remaining 80% of the common stock of Unregco to shareholders of Regco (as defined in Schedule 8.04)) shall be permitted consistent with the definition thereof, and no Default or Event of Default shall be deemed to have occurred under the Loan Documents solely as a result thereof. In addition, notwithstanding the provisions of Section 8.02(a) and the default provisions related thereto, if as a result of the Restructuring being partially completed the Borrower is not in compliance with Section 8.02(a) at any time, such non-compliance will not be a Default or Event of Default so long as Regco on a pro forma consolidated basis would be in compliance with the financial covenant set forth in Section 8.02(a) of either of the Regco Credit Facilities at such time, if such covenant were then applicable, it being agreed that the foregoing deemed compliance shall be available for 90 days following the first date on which such test under Section 8.02(a) is not satisfied. Additionally, Unregco and its Subsidiaries shall not be restricted by the representations, covenants or events of default hereunder.
Consent to Restructuring. The Operating Partnership hereby consents to the taking of any action by 1110 VT Capital LLC, 1110 VT Holdings Owner LLC and/or any subsidiary thereof of any actions related to or in connection with the acquisition of the parcel of real property known as 0000 Xxxxxxx Xxxxxx XX, Xxxxxxxxxx XX 00000 (the “1110 Vermont Property”), including any restructuring of the organization or recapitalization of any subsidiaries of 1110 VT Holdings Owner LLC and the investment by any third parties in the equity interests of any subsidiaries of 1110 VT Holdings Owner LLC.
Consent to Restructuring. Effective as of the Omnibus Amendment Effective Date (as defined below), upon satisfaction of the conditions precedent set forth in Section 5 of this Amendment, and in reliance upon the representations and warranties of the Loan Parties set forth in the Purchase Agreement, in the other Transaction Documents and in this Amendment, and notwithstanding anything to the contrary contained in the Purchase Agreement, the Agent and the Buyers consent to the Restructuring.
Consent to Restructuring. Upon satisfaction of the conditions set forth in Section 5, the Required Lenders consent to the Restructuring and waive any Default or Event of Default that may arise under Section 7.1(k) of the Credit Agreement as a result of the Restructuring.
Consent to Restructuring. Effective as of the date hereof and subject to the satisfaction of the conditions precedent set forth in Section 3, the Required Lenders hereby consent to the Restructuring and to the assignment and assumption of the rights and obligations of the Borrower under the Credit Agreement as described above.
Consent to Restructuring. 78 EXHIBITS AND SCHEDULES Exhibit A Reaffirmation and Consent Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit L-1 Form of LIBOR Notice Schedule P-1 Permitted Liens Schedule 5.5 Locations of Inventory and Equipment Schedule 5.7 Chief Executive Office; FEIN Schedule 5.8(b) Capitalization of Parent Schedule 5.8(c) Capitalization of Parent's Subsidiaries Schedule 5.10 Litigation Schedule 5.14 Environmental Matters Schedule 5.16 Intellectual Property Schedule 5.18 Demand Deposit Accounts Schedule 5.20 Permitted Indebtedness LOAN AND SECURITY AGREEMENT --------------------------- THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Agreement"), is entered into as of June 14, 2001, by and among FOOTHILL CAPITAL CORPORATION, a California corporation ("Lender"), MICROSTRATEGY INCORPORATED, a ------ Delaware corporation ("Parent"), and MICROSTRATEGY SERVICES CORPORATION, a ------ Delaware corporation ("Borrower"), and evidences Designated Senior Debt (as -------- defined in the Indenture Documents).
