Consents by Bank Sample Clauses

Consents by Bank. Borrowers have requested that Bank consent to the Additional Beacon Noteholder Subordinated Debt (as defined in Section 1.1 of this Amendment), in an aggregate amount of up to $3,000,000 (collectively, the “Additional Beacon Transaction”), as required under the Financing Agreement and the other Loan Documents. Subject to the terms, and on the conditions, of this Amendment, Bank hereby consents to the Additional Beacon Transaction. The consent provided in this Section 2, either alone or together with other consents which Bank may give from time to time, shall not, by course of dealing, implication or otherwise, obligate Bank to consent to any other incurrence of Indebtedness otherwise prohibited by the Financing Agreement or the other Loan Documents, in any case past, present or future, other than that specifically consented to by this Amendment, or reduce, restrict or in any way affect the discretion of Bank in considering any future consent requested by Borrowers.
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Consents by Bank. Borrowers have requested that Bank consent to the Fox Stock Repurchase, the Fox Subordinated Debt, the Kxxxxx Stock Repurchase, and the Kxxxxx Subordinated Debt (each as defined in Section 1.1 of this Amendment) (collectively, the “Stock Repurchase Transactions”), as required under the Financing Agreement. Subject to the terms, and on the conditions, of this Amendment, Bank hereby consents to the Stock Repurchase Transactions. The consents provided in this Section 2, either alone or together with other consents which Bank may give from time to time, shall not, by course of dealing, implication or otherwise, obligate Bank to consent to any other (a) repurchase, redemption or other acquisition of any Capital Stock of any Borrower otherwise prohibited by the Financing Agreement or (2) incurrence of Indebtedness otherwise prohibited by the Financing Agreement, in any case past, present or future, other than those specifically consented to by this Amendment, or reduce, restrict or in any way affect the discretion of Bank in considering any future consent requested by Borrowers.
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Consents by Bank. Borrowers have requested that Bank consent to the Beacon Acquisition, the Beacon Xxxxxx Subordinated Debt, and the Beacon Noteholder Subordinated Debt (each as defined in Section 1.1 of this Amendment) (collectively, the “Beacon Transactions”), as required under the Financing Agreement. Subject to the terms, and on the conditions, of this Amendment, Bank hereby consents to the Beacon Transactions. The consents provided in this Section 2, either alone or together with other consents which Bank may give from time to time, shall not, by course of dealing, implication or otherwise, obligate Bank to consent to any other (a) purchase or other acquisition of any Capital Stock of any Person otherwise prohibited by the Financing Agreement or (b) incurrence of Indebtedness otherwise prohibited by the Financing Agreement, in any case past, present or future, other than those specifically consented to by this Amendment, or reduce, restrict or in any way affect the discretion of Bank in considering any future consent requested by Borrowers.
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Consents by Bank. Borrowers have requested that Bank consent to (i) the recognition of EQE as a Borrower under the Financing Agreement and the other Loan Documents (the “EQE Borrower Recognition”); (ii) the Stock Option Program (as defined in Section 1.2 of this Amendment); and (iii) the release of each of the following life insurance policies (the “Released Life Insurance Policies”): (a) First Colony Policy No. 565211 on the life of Xxxxx Xxxxxx in the amount of $400,000, (b) Chase Policy No. XX0000000 on the life of Xxxxx Xxxxxx in the amount of $750,000, (c) CAN Policy No. V1LDOO7712 on the life of Xxxxx Xxx in the amount of $500,000, and (d) Transamerica Policy No. 42126980 on the life of Xxxxxxx Xxxxxx in the amount of $1,250,000. Subject to the terms, and on the conditions, of this Amendment, Bank hereby consents to the EQE Borrower Recognition, the Stock Option Program, and the release of the Released Life Insurance Policies. The consents provided in this Section 2, and the release of the Released Life Insurance Policies effected in connection with this Amendment, either alone or together with other consents, or releases of Loan Collateral, as applicable, which Bank may give from time to time, shall not, by course of dealing, implication or otherwise, obligate Bank to consent to (1) any inclusion or recognition of any other Person as a Borrower under the Loan Documents, (2) any other stock option plan, or (3) any release of any Loan Collateral, in each case whether past, present or future, other than the EQE Borrower Recognition, the Stock Option Program, and the release of the Released Life Insurance Policies specifically consented to by this Amendment, or reduce, restrict or in any way affect the discretion of Bank in considering any future consent requested by Borrowers.
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Consents by Bank. Borrowers have requested that Bank consent to (i) the exchange of the Subordinated Gxxxxx Exchange Note for the Additional Gxxxxx Convertible Subordinated Note (as defined in Section 1.1 of this Amendment), pursuant to a Convertible Note Purchase Agreement dated as of the Eleventh Amendment Effective Date by and between Parent and Jxxx X. Xxxxxx (the “Eleventh Amendment Gxxxxx Transaction”), and (ii) the payment in full of the $350,000 Beacon Axxxxx Subordinated Note, the outstanding principal and interest of which is $390,466 as of the Effective Date, with Mx. Xxxxxx accepting $300,000 as payment in full of the Beacon Axxxxx Subordinated Note (the “Axxxxx Payoff”), as evidenced by a payoff letter from Mx. Xxxxxx dated as of the Effective Date (the “Axxxxx Payoff Letter”) (the “Eleventh Amendment Beacon Axxxxx Transaction”), both as required under the Financing Agreement and the other Loan Documents. Subject to the terms, and on the conditions, of this Amendment, Bank hereby consents to the Eleventh Amendment Gxxxxx Transaction and the Eleventh Amendment Beacon Axxxxx Transaction, including for purposes of Section 3.2(c) of the Parent Guaranty. The consent provided in this Section 2, either alone or together with other consents which Bank may give from time to time, shall not, by course of dealing, implication or otherwise, obligate Bank to consent to any other incurrence of Indebtedness otherwise prohibited by the Financing Agreement or the other Loan Documents, in any case past, present or future, other than that specifically consented to by this Amendment, or reduce, restrict or in any way affect the discretion of Bank in considering any future consent requested by Borrowers. Upon the Axxxxx Payoff and the application of the funds in Section 3.1(v) below to the outstanding balance of the Revolving Loans, the Beacon Axxxxx Subordination Agreement will be deemed to be terminated and of no force and effect, and Mx. Xxxxxx shall be entitled to rely on this Agreement for the purposes of such termination.
Sample 1
Consents by Bank. Borrowers have requested that Bank consent to the Eighth Amendment Beacon Noteholder Subordinated Debt (as defined in Section 1.1 of this Amendment), in an aggregate amount of up to $1,535,000.00 (collectively, the “Eighth Amendment Beacon Transaction”), as required under the Financing Agreement and the other Loan Documents. Subject to the terms, and on the conditions, of this Amendment, Bank hereby consents to the Eighth Amendment Beacon Transaction. The consent provided in this Section 2, either alone or together with other consents which Bank may give from time to time, shall not, by course of dealing, implication or otherwise, obligate Bank to consent to any other incurrence of Indebtedness otherwise prohibited by the Financing Agreement or the other Loan Documents, in any case past, present or future, other than that specifically consented to by this Amendment, or reduce, restrict or in any way affect the discretion of Bank in considering any future consent requested by Borrowers.
Sample 1

Related to Consents by Bank

  • Assignments by Banks Any Bank may at any time assign to one or more Eligible Assignees all or a portion of its rights and obligations under this Agreement (including all or a portion of the Loans at the time owing to it); provided that (i) except in the case of an assignment of the entire remaining amount of the assigning Bank’s Loans at the time owing to it or in the case of an assignment to a Bank or an Affiliate of a Bank or an Approved Fund with respect to a Bank, the principal outstanding balance of the Loan of the assigning Bank subject to each such assignment (determined as of the date the Assignment and Assumption with respect to such assignment is delivered to the Administrative Agent or, if “Trade Date” is specified in the Assignment and Assumption, as of the Trade Date) shall not be less than $5,000,000, unless each of the Administrative Agent and, so long as no Event of Default has occurred and is continuing, the Borrower, otherwise consents (each such consent not to be unreasonably withheld or delayed); (ii) each partial assignment shall be made as an assignment of a proportionate part of all the assigning Bank’s rights and obligations under this Agreement with respect to the Loan assigned; (iii) any assignment under this Section 11.10(b) must be approved by (i) the Administrative Agent (not to be unreasonably withheld) and (ii) unless the Person that is the proposed assignee is itself a Bank or an Affiliate of a Bank (whether or not the proposed assignee would otherwise qualify as an Eligible Assignee) and/or an Event of Default has occurred and is continuing, the Borrower (not to be unreasonably withheld); provided that the Borrower shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to the Administrative Agent within five (5) Business Days after having received notice thereof; and (iv) the parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee of $3,500, and the Eligible Assignee, if it shall not be a Bank, shall deliver to the Administrative Agent an Administrative Questionnaire and any relevant tax forms. Subject to acceptance and recording thereof by the Administrative Agent pursuant to paragraph (c) of this Section, from and after the effective date specified in each Assignment and Assumption, the Eligible Assignee thereunder shall be a party to this Agreement and, to the extent of the interest assigned by such Assignment and Assumption, have the rights and obligations of a Bank under this Agreement, and the assigning Bank thereunder shall, to the extent of the interest assigned by such Assignment and Assumption, be released from its obligations under this Agreement (and, in the case of an Assignment and Assumption covering all of the assigning Bank’s rights and obligations under this Agreement, such Bank shall cease to be a party hereto) but shall continue to be entitled to the benefits of Sections 9.3 and 9.4 hereof with respect to facts and circumstances occurring prior to the effective date of such assignment. Any assignment or transfer by a Bank of rights or obligations under this Agreement that does not comply with this paragraph shall be treated for purposes of this Agreement as a sale by such Bank of a participation in such rights and obligations in accordance with paragraph (d) of this Section. The Borrower shall execute and deliver to the assignee a Note upon written request from such assignee. The assignor shall promptly return to the Borrower its Note if after giving effect to such assignment no Obligations are owing to such assignor.

  • Assignments by Xxxxxxx Any Lender may at any time assign to one or more assignees all or a portion of its rights and obligations under this Agreement (including all or a portion of its Commitment and the Loans at the time owing to it); provided that any such assignment shall be subject to the following conditions:

  • Amendments by you You may change, stop or defer a debit payment, or terminate this agreement by providing us with at least fourteen (14) days’ written notification by emailing us at Xxxxxx.XxxxxxXxxxxxxx@xxx.xxx.xx or by telephoning us on 1800 333 004 during business hours or arranging it through your own financial institution.

  • Consents, etc Certified copies of all documents evidencing any necessary corporate or partnership action, consents and governmental approvals (if any) required for the execution, delivery and performance by the Loan Parties of the documents referred to in this Section 12.

  • Amendments by us We may vary any details of this agreement or a Direct Debit Request at any time by giving you at least fourteen (14) days’ written notice.

  • No Consents, Etc Neither the respective businesses or properties of the Borrower or any Subsidiary, nor any relationship among the Borrower or any Subsidiary and any other Person, nor any circumstance in connection with the execution, delivery and performance of the Loan Documents and the transactions contemplated thereby, is such as to require a consent, approval or authorization of, or filing, registration or qualification with, any Governmental Authority or any other Person on the part of the Borrower as a condition to the execution, delivery and performance of, or consummation of the transactions contemplated by the Loan Documents, which, if not obtained or effected, would be reasonably likely to have a Material Adverse Effect, or if so, such consent, approval, authorization, filing, registration or qualification has been duly obtained or effected, as the case may be.

  • Assignments by Lenders Any Lender may at any time assign to one or more assignees all or a portion of its rights and obligations under this Agreement (including all or a portion of its Commitment and the Loans at the time owing to it); provided that any such assignment shall be subject to the following conditions:

  • Governmental Consents, etc No authorization, consent, approval, license or exemption of or registration, declaration or filing with any Governmental Authority, is necessary for the valid execution and delivery of, or the incurrence and performance by the Company of its obligations under, any Loan Document to which it is a party, except those that have been obtained and such matters relating to performance as would ordinarily be done in the ordinary course of business after the Execution Date.

  • Assignments by Lender Any of the Lenders may at any time assign to one or more Eligible Transferees (or, if an Event of Default has occurred and is continuing, to any Person) all or a portion of its rights and obligations under this Agreement (including all or a portion of the Commitment and the Term Loan at the time owing to it) and the other Loan Documents; provided that no such assignment shall be made to the Borrower, any Affiliate of the Borrower or any employees or directors of any Obligor at any time. Subject to the recording thereof by the Administrative Agent pursuant to Section 14.05(d), from and after the effective date specified in each Assignment and Assumption, the assignee thereunder shall be a party to this Agreement and, to the extent of the interest assigned by such Assignment and Assumption, have the rights and obligations of such Lender under this Agreement and the other Loan Documents, and correspondingly the assigning Lender shall, to the extent of the interest assigned by such Assignment and Assumption, be released from its obligations under this Agreement (and, in the case of an Assignment and Assumption covering all of the Lender’s rights and obligations under this Agreement, such Lender shall cease to be a party hereto) and the other Loan Documents but shall continue to be entitled to the benefits of Section 5 and Section 14.03. Any assignment or transfer by a Lender of rights or obligations under this Agreement that does not comply with this Section 14.05(b) shall be treated for purposes of this Agreement as a sale by such Lender of a participation in such rights and obligations in accordance with Section 14.05(e).

  • Governmental Authorization; Other Consents No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document.

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