FORM OF CONSENT TO ASSIGNMENT Sample Clauses

FORM OF CONSENT TO ASSIGNMENT. CONSENT AND AGREEMENT This CONSENT AND AGREEMENT (“Consent and Agreement”) is entered into as of [_______ __, 2___], between PACIFIC GAS AND ELECTRIC COMPANY (“PG&E”), and [_________________] , as collateral agent (in such capacity, “Financing Provider”), for the benefit of various financial institutions (collectively, the “Secured Parties”) providing financing to [_______] (“Seller”). PG&E, Seller, and the Financing Provider shall each individually be referred to a “Party” and collectively as the “Parties”.
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FORM OF CONSENT TO ASSIGNMENT. [to come; based on contract party's preferences] Foreign Jurisdictions [Borrower to provide] Consents and Waivers [Borrower to provide] Financing Statement Offices and Locations [Borrower to provide] Material Agreements [Borrower to provide] Accounts Receivable [Borrower to provide] Form of Certificate of Authorized Officer I, ____________________________, an Authorized Officer of BP Hydro Finance Associates, a Utah general partnership ("Borrower"), hereby certify to Lyon Credit Corporation ("Lender") pursuant to the requirements of Section 5.7 of the First Amended and Restated Credit Agreement, dated as of October 15, 1996 (the "Credit Agreement"), between Lender and Borrower and in connection with the delivery to Lender of the information attached hereto as Schedule II required to be delivered to Lender by Borrower pursuant to Sections 5.7(a) and (b) of the Credit Agreement (the "Information"), that during the period covered by the Information, the Minimum Coverage Ratio was ____ to ____, as calculated in accordance with the provisions of the Credit Agreement. Attached hereto as Schedule I is supporting information to allow Lender to verify the foregoing calculations. All such calculations and supporting information are, as of the date of this Certificate, true, complete and accurate in every respect, and such calculations and supporting information do not contain misleading information or omit to include information the omission of which would be misleading. All such calculations and supporting information, and the Information, comply in all material respects with the requirements of the Credit Agreement and the other Loan Documents. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement.
FORM OF CONSENT TO ASSIGNMENT. The undersigned (the “Counterparty”) acknowledges that [ ], a [ ] (“Debtor”), for the purpose of securing obligations of the Debtor incurred pursuant to the Credit Agreement hereinafter referenced, has collaterally assigned or may in the future collaterally assign to Wachovia Bank, National Association, as administrative agent (together with its successors and assigns in such capacity, the “Administrative Agent”), for the benefit of the Lenders referenced above, all of such Debtor’s right, title, interest, claim, and demand in, under, and to the Assigned Agreements (as such term is herein defined), and all accounts and general intangibles consisting of, relating to or otherwise arising out of such Debtor’s right, title, interest, claim, and demand in and to all of such Debtor’s rights to payment of every kind under and by virtue of the Assigned Agreements (defined below). The Counterparty further acknowledges that the rights and interests of the Debtor to receive proceeds under the Assigned Agreements, as applicable, together with any security interests securing the payment thereof, have been pledged to the Administrative Agent as collateral for the Indebtedness (as defined in the Credit Agreement) under the Credit Agreement, for the benefit of the Lenders. As a condition to the Lenders extending credit as contemplated by the Credit Agreement, the Administrative Agent and the Lenders have required the execution and delivery of this Consent to Assignment (this “Consent”). Accordingly, each of the undersigned agrees as follows:

Related to FORM OF CONSENT TO ASSIGNMENT

  • Consent to Assignment The Assignor hereby irrevocably assigns the Agreement in all respects to the Assignee and the Assignee accepts the assignment thereof in all respects.

  • Acknowledgement and Consent to Bail In of EEA Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any EEA Financial Institution arising under any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of an EEA Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by:

  • Seller's Consent to Assignment The Seller hereby acknowledges the Purchaser's right to assign, transfer and convey all of the Purchaser's rights under this Agreement to a third party and that the representations and warranties made by the Seller to the Purchaser pursuant to this Agreement will, in the case of such assignment, transfer and conveyance, be for the benefit of such third party. The Seller hereby consents to such assignment, transfer and conveyance.

  • Waiver and Consent No consent or waiver by a party, express or implied, to or of any default by the other party of any of its obligations under the Agreement: will be valid unless it is in writing, will be relied on as a consent to or waiver of any other default of the same or any other obligation, will constitute a general waiver, or will eliminate or modify the need for a specific consent or waiver pursuant to this section in any other instance.

  • ACKNOWLEDGEMENT AND CONSENT The Company is a party to the Company Collateral Documents, in each case as amended through the date hereof, pursuant to which the Company has created Liens in favor of the Agent on certain Collateral to secure the Obligations. The Parent Guarantor is a party to the Parent Collateral Documents, in each case as amended through the date hereof, pursuant to which the Parent Guarantor has created Liens in favor of the Agent on certain Collateral and pledged certain Collateral to the Agent to secure the Obligations of the Parent Guarantor. Certain Subsidiaries of the Company are parties to the Subsidiary Guaranty and/or one or more of the Subsidiary Collateral Documents, in each case as amended through the date hereof, pursuant to which such Subsidiaries have (i) guarantied the Obligations and/or (ii) created Liens in favor of the Agent on certain Collateral. The Company, the Parent Guarantor and such Subsidiaries are collectively referred to herein as the "Credit Support Parties", and the Company Collateral Documents, the Parent Collateral Documents, the Subsidiary Guaranty and the Subsidiary Collateral Documents are collectively referred to herein as the "Credit Support Documents". Each Credit Support Party hereby acknowledges that it has reviewed the terms and provisions of the Credit Agreement as amended by this Amendment and consents to the amendment of the Credit Agreement effected as of the date hereof pursuant to this Amendment. Each Credit Support Party acknowledges and agrees that any of the Credit Support Documents to which it is a party or otherwise bound shall continue in full force and effect. Each Credit Support Party hereby confirms that each Credit Support Document to which it is a party or otherwise bound and all Collateral encumbered thereby will continue to guaranty or secure, as the case may be, the payment and performance of all obligations guaranteed or secured thereby, as the case may be. Each Credit Support Party (other than the Company and the Parent Guarantor) acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreement.

  • Amendment to Exhibit E The parties hereby confirm and agree that the “Compensating Balance Arrangement” section in Exhibit E shall be amended as follows:

  • Consent to Agreement You acknowledge receipt of a copy of this Agreement. By signing the application; or by using Your Account or any Account access device; or by authorizing another to use Your Account, You agree to and accept its terms.

  • Amendment to Exhibit D The parties hereby confirm and agree that the “Earnings Credit Arrangement” section in Exhibit D set forth in Schedule 1 to this Amendment continues to apply to all Non-Money Market Funds to which it currently applies, except that, effective from and after April 1, 2014, with respect to Federated Short-Intermediate Duration Municipal Trust and Federated Municipal Ultrashort Fund, such section in Exhibit D will be deleted in its entirety and replaced with the “Compensating Balance Arrangement” section set forth in Schedule 2 to this Amendment.

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