Consent to Take Certain Restricted Actions. (a) SpinCo may (and may cause or permit a member of the SpinCo Group to) take an action otherwise prohibited under Section 4.03(a) if HII consents in writing, which consent shall be at HII’s sole discretion. For the avoidance of doubt, HII’s written consent pursuant to this Section 4.04(a) shall not in any way relieve SpinCo of its indemnification obligations under Section 2.02(b).
Consent to Take Certain Restricted Actions. (i) Valvoline may (and may cause or permit its Affiliates to) take an action otherwise prohibited under Section 5.04(a) if Ashland Global consents. Ashland Global may not withhold its consent if Valvoline has received Satisfactory Guidance. In all other cases, Ashland Global’s consent shall be at its sole discretion.
Consent to Take Certain Restricted Actions. (i) Kenvue may (and may cause or permit its Affiliates to) take an action otherwise prohibited under Section 4.04(a) if J&J consents in writing. J&J may not withhold its consent if Kenvue has received (and provided J&J with) Satisfactory Guidance. In all other cases, J&J’s consent shall be at its sole discretion.
Consent to Take Certain Restricted Actions. (a) Time may (and may cause or permit its Subsidiaries to) take an action otherwise prohibited under Section 4.03(a) if TWX consents. TWX may not withhold its consent if Time has provided it with Satisfactory Guidance.
Consent to Take Certain Restricted Actions. (a) Spinco may (and may cause or permit its Subsidiaries to) take an action otherwise prohibited under Section 4.03(a) if (i) DTE consents in writing to any such action, which consent shall be at DTE’s sole and absolute discretion or (ii) Spinco has received Legal Comfort with respect to such action. For the avoidance of doubt, neither DTE’s written consent pursuant to this Section 4.04(a) nor Spinco’s receipt of Legal Comfort shall relieve Spinco of its indemnification obligations under Section 2.02(b).
Consent to Take Certain Restricted Actions. (a) BNED may (and may cause or permit its Subsidiaries to) take an action otherwise prohibited under Section 4.03(a) if B&N consents. B&N shall consent if BNED has provided it with Satisfactory Guidance.
Consent to Take Certain Restricted Actions. (a) Spinco may (and may cause or permit its Subsidiaries to) take an action otherwise prohibited under Section 4.04(a) if, prior to taking such action, Parent provides consent. Parent may not withhold its consent if Spinco has provided it with Satisfactory Guidance.
Consent to Take Certain Restricted Actions. (a) AdvanSix may (and may cause or permit its Subsidiaries to) take an action otherwise prohibited under Section 4.03(a) if HII consents in writing, which consent shall be at HII’s sole discretion. For the avoidance of doubt, HII’s written consent pursuant to this Section 4.04(a) shall not in any way relieve AdvanSix of its indemnification obligations under Section 2.02(b).
Consent to Take Certain Restricted Actions. (a) Alcon may (and may cause or permit its Affiliates to) take an action otherwise prohibited under Section 4.03(a) if, prior to taking such action, Novartis provides consent. Novartis may not withhold its consent if Alcon has provided Novartis with Satisfactory Guidance with respect to such action. In all other cases, Novartis’s consent shall be at its sole discretion.
Consent to Take Certain Restricted Actions. For purposes of the continuity of the business enterprise and changes in control, (a) neither GRC nor FGC may (and may cause or permit its Subsidiaries to) take an action otherwise prohibited under Section 9.12(a) unless GRC and FGC consent. GRC and FGC shall consent if the other party has provided Satisfactory Guidance.
