Consents and Waiver. No delay by any party in exercising any right under, or in taking any action to enforce any right under, this Agreement will operate as a waiver of any such right or in any manner affect the rights of any party thereunder. No consent by any party under this Agreement or waiver by any party of any representation, warranty, or other term or condition of this Agreement will be effective unless made in writing. Any such waiver will not be construed as a waiver of any other representation, warranty, or other term and condition of this Agreement. Failure by any party to insist upon strict conformance with or strict conformance of, any representation, warranty, or other term or condition in this Agreement in any one or more instances will not be a waiver by any party of his right to insist and enforce thereafter strict conformance with, and strict conformance of, (i) such representation, warranty, or other term or condition or (ii) any other representation, warranty or other term or condition in this Agreement.
Consents and Waiver. The Lenders a party hereto hereby:
2.1 Consent to ASOC's transfer all of its Receivables existing on December 31, 1998 to Aerocell in exchange for a promissory note payable by Aerocell to ASOC; PROVIDED, THAT all Receivables transferred to Aerocell by ASOC are transferred back to ASOC on or before January 5, 1999 subject to no Lien and written confirmation thereof is delivered to the Agent on the date of such transfer;
2.2 Consent to the completion of the transfer of the issued and outstanding Capital Stock of Aero Hushkit Corporation by Whitehall to Leasing Affiliate or a Subsidiary thereof as contemplated by the consent granted in Amendment No. 2 by December 31, 1998 and waive any rights and remedies that might otherwise arise under the terms of Amendment No. 2 with respect to the failure to complete such transfer within the period required under the terms of Amendment No. 2;
2.3 Consent to the formation of AVS Property Management by Parent as a wholly-owned Subsidiary of the Parent and the formation by AVS Property Management and Whitehall of AVSRE, Ltd., as a Delaware limited partnership with Whitehall holding a 99% limited partnership interest therein and AVS Property Management holding a 1% general partnership interest therein;
2.4 Consent to (a) the transfer by Whitehall of all of its right, title and interest in and to all of its Property (real and personal) located in the State of Texas to AVSRE, Ltd. in exchange for its partnership interest therein; PROVIDED THAT all of the Lenders execute and deliver this Agreement as and when provided in Section 3 below, and (b) the Investment by AVS Property Management of an amount equal to 1% of the value of the aforesaid Property of Whitehall in AVSRE, Ltd. in exchange for its partnership interest therein;
2.5 Consent to the merger of Aero Florida and Aero Macon with and into TIMCO by December 31, 1998 and waive the requirement under SECTION 10.14 of the Credit Agreement for sixty (60) days prior written notice of a change in the name of TIMCO PROVIDED THAT any such change is made in connection with the changes in corporate structure described in this Agreement and the Agent receives written notice thereof at least five (5) Business Days prior to such change becoming effective;
2.6 Consent to the Borrowers and Guarantors entering into the TROL Guaranties notwithstanding any provision to the contrary contained in Credit Agreement or the guaranty agreement executed and delivered to the Agent in connection with...
Consents and Waiver. Notwithstanding any provision in the Original NPAs to the contrary, the Purchasers consent to the amendments to the Financing Agreements set forth as Exhibits A, B and C hereto. [SIGNATURES ON FOLLOWING PAGE] * * * * * If you are in agreement with the foregoing, please sign this Amendment and return it to the Company, whereupon the foregoing shall become a binding agreement between you and the Company. Very truly yours, TRUSERV CORPORATION By: /s/ BARBARA L. WAGNER ----------------------- Name: Barbara L. Wagner Title: Vxxx Xxxxxxxxx The foregoing Amendment is hereby accepted as of the date first above written. ALLSTATE INSURANCE COMPANY By: /s/ BILL SCHMIDT ---------------------------------- Name: Bill Sxxxxxx ----------------------------- Title: Authoxxxxx Xxxxxxory ---------------------------- By: /s/ JERRY D. ZINKULA ---------------------------------- Name: Jexxx X. Xxxxxxx ----------------------------- Title: Axxxxxxxxx Xxxxxxory ---------------------------- * * * * * If you are in agreement with the foregoing, please sign this Amendment and return it to the Company, whereupon the foregoing shall become a binding agreement between you and the Company. Very truly yours, TRUSERV CORPORATION By: /s/ BARBARA L. WAGNER ----------------------- Name: Barbara L. Wagner Title: Vxxx Xxxxxxxxx The foregoing Amendment is hereby accepted as of the date first above written. ALLSTATE LIFE INSURANCE COMPANY By: /s/ BILL SCHMIDT ---------------------------------- Name: Bill Sxxxxxx ----------------------------- Title: Authoxxxxx Xxxxxxory ---------------------------- By: /s/ JERRY D. ZINKULA ---------------------------------- Name: Jexxx X. Xxxxxxx ----------------------------- Title: Axxxxxxxxx Xxxxxxory ---------------------------- * * * * * If you are in agreement with the foregoing, please sign this Amendment and return it to the Company, whereupon the foregoing shall become a binding agreement between you and the Company. Very truly yours, TRUSERV CORPORATION By: /s/ BARBARA L. WAGNER ----------------------- Name: Barbara L. Wagner Title: Vxxx Xxxxxxxxx The foregoing Amendment is hereby accepted as of the date first above written. KEYPORT LIFE INSURANCE COMPANY BY STEIN ROE & FARNHAM INCORPORATED AS AGENT By: /s/ RICHARD A. HEGXXXX ---------------------------------- Name: Xxxxxxx X. Xxxxxxd ----------------------------- Title: Xxxxxx Xxxx Xxxxxdent ---------------------------- * * * * * If you are in agreement with the foregoing, please sign this Amendment and re...
Consents and Waiver. (a) Pursuant to the LOI, MDA shall pay to the Borrower a sum of $10,000,000 upon the execution of the LOI and the amendment to the existing Pricing and Pre-Purchase Agreement dated as of January 27, 2022 (the “Pre-Purchase Agreement”) between SatixFy Space Systems UK, Ltd. and XxxXxxxxx, Xxxxxxxxx and Associates Corporation (“MDA Montreal”), upon the terms set forth in the LOI and in such amendment (the “Advance Payment”). Upon the execution of the LOI and this Amendment, the Administrative Agent and the Lenders agree that the Advance Payment and any other Pre-Purchase Amounts (as defined in the LOI) shall not be required to prepay the Term Loans. Upon the consummation of the MDA Sale Transactions, the Administrative Agent and the Lenders agree that the Purchase Price (as defined in the LOI) shall not be required to prepay the Term Loans.
(b) Subject to the conditions set forth herein (including in the definition of “MDA Sale Transactions”), the Administrative Agent and the Required Lenders hereby consent to the MDA Sale Transactions.
(c) Effective upon the Amendment Effective Date, the Administrative Agent and the Lenders party hereto hereby waive the Specified Default. The waiver in this Section 2 shall be effective only in this specific instance 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 Amended Credit Agreement (as defined below) or any other Loan Document, which terms and conditions shall continue in full force and effect.
Consents and Waiver. (a) Subject to the conditions set forth herein (including the occurrence of the conditions in Section 4 of this Amendment), the Lenders hereby approve of the Definitive Agreements (as defined in the LOI), and the execution and delivery of this Amendment shall evidence the written approval of the Definitive Agreements by the Lenders to the Administrative Agent.
(b) Effective upon the Amendment Effective Date, the Administrative Agent and the Lenders party hereto hereby waive the Specified Default. The waiver in this Section 2 shall be effective only in this specific instance 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 Amended Credit Agreement (as defined below) or any other Loan Document, which terms and conditions shall continue in full force and effect.
Consents and Waiver. 1. The Lenders hereby acknowledge that all of the consents, waivers and authorizations granted by Section III of the Credit Agreement Fourth Amendment constitute changes to or waivers of, the provisions contained in Sections 3, 5, 6 and/or 7 of the Credit Agreement and thus are binding on all Lenders as provided in Section 9.02(d) of the IRL Agreement and the Lenders hereby grant all authorizations set forth in said Section.
Consents and Waiver. 2.1 The Borrowers having heretofore covenanted and agreed to obtain and deliver an appraisal of each Borrower's and its respective Subsidiary's Inventory prepared by an independent appraiser satisfactory to the Agent and on the same basis as the Appraisal by May 19, 1999, having heretofore obtained extensions of such due date, and requested an additional extension of the time permitted for such delivery, the Lenders hereby consent to the delivery of such appraisal to the Agent and Lenders by no later than August 31, 1999.
2.2 The Lenders a party hereto, constituting at least the Requisite Lenders, hereby consent to the increase by no more than $5,000,000 of the principal amount of the Indebtedness evidenced by the Series A Notes issued by First Security Bank, National Association, as trustee under Aviation Sales Trust 1998- 1, a trust formed under the laws of the State of Florida guaranteed pursuant to the terms of the TROL Guaranties, and any increased Restricted Junior Payments required to be made in connection therewith as more particularly described in Section 10.06(d).
2.3 The Lenders a party hereto, constituting at least the Requisite Lenders, hereby waive any rights and remedies that might otherwise arise under the terms of the Credit Agreement with respect to the formation of TIMCO Engine and consent to the Investment in the Kitty Hawk Assets as described herein; PROVIDED THAT TIMCO Engine executes and delivers to the Agent this Amendment and the agreements and documents identified on SCHEDULE 1 attached hereto and made a part hereof on or before the earlier to occur of the date on which the Kitty Hawk Assets are acquired as aforesaid or August 15, 1999.
Consents and Waiver. A. The Senior Lenders hereby consent to the prepayment, in part or in full, of the Subordinated Debt, as such term was defined prior to giving effect hereto and the "Obligations," as such term was defined in the Indenture.
B. The Senior Lenders consent to the Subordinated Credit Agreement and the incurrence of Subordinated Debt thereunder and to the other "Loan Documents" as defined therein; provided that borrowings thereunder, other than borrowings to pay interest, shall not exceed $20,000,000 at any one time outstanding.
C. The BMO/Soc-Gen Lenders hereby waive their right to determine the Target Asset Value as of the First Asset Valuation Date.
Consents and Waiver. A. The undersigned Investors hereby consent to all of the following actions by the Borrower:
Consents and Waiver. A. The undersigned Lenders (constituting Required Lenders) hereby consent to all of the following actions by the Borrower: