Common use of No Consent of Third Parties Required Clause in Contracts

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 27 contracts

Samples: Credit Agreement (CSG Systems International Inc), Credit Agreement (TiVo Corp), Credit Agreement (CSG Systems International Inc)

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No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority First Priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 9 contracts

Samples: Credit Agreement (Regency Energy Partners LP), Credit Agreement (Regency Energy Partners LP), Credit Agreement (Regency Energy Partners LP)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests Stock and Stock Equivalents pledged to the Collateral Agent for the benefit of the Secured Parties Lender under the Security Agreement Collateral Documents or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement Collateral Documents or the exercise of remedies in respect thereof.

Appears in 6 contracts

Samples: Credit Agreement (Merus Labs International Inc.), Credit Agreement (PDL Biopharma, Inc.), Credit Agreement (PDL Biopharma, Inc.)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof, except as have been obtained.

Appears in 4 contracts

Samples: Credit Agreement (Mattress Firm Holding Corp.), Credit Agreement (Mattress Firm Holding Corp.), Credit Agreement (Mattress Firm Holding Corp.)

No Consent of Third Parties Required. No consent of any person Person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests Stock and Stock Equivalents pledged to the Collateral Agent for the benefit of the Secured Parties Lender under the Security Agreement Collateral Documents or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement Collateral Documents or the exercise of remedies in respect thereof.

Appears in 3 contracts

Samples: Credit Agreement (Avinger Inc), Credit Agreement (Avinger Inc), Credit Agreement (PDL Biopharma, Inc.)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 3 contracts

Samples: Credit Agreement (USA Mobility, Inc), Credit Agreement (Inventiv Health Inc), Credit Agreement (Ventiv Health Inc)

No Consent of Third Parties Required. No Except as have previously been obtained, no consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority First Priority (subject to the Intercreditor Agreement) status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement Documents or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement Documents or the exercise of remedies in respect thereof.

Appears in 2 contracts

Samples: Credit Agreement (Novelis Inc.), Security Agreement (Novelis South America Holdings LLC)

No Consent of Third Parties Required. No Except as set forth on Schedule 3.07(b), no consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 2 contracts

Samples: Credit Agreement (Jacobs Entertainment Inc), Credit Agreement (Jacobs Entertainment Inc)

No Consent of Third Parties Required. No consent of any person Person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Administrative Agent in any Equity Interests pledged to the Collateral Administrative Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Administrative Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 2 contracts

Samples: Credit Agreement (Salem Communications Corp /De/), Credit Agreement (Salem Communications Corp /De/)

No Consent of Third Parties Required. No Except as have previously been obtained, no consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority First Priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement Documents or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement Documents or the exercise of remedies in respect thereof.

Appears in 2 contracts

Samples: Credit Agreement (Novelis Inc.), Security Agreement (Novelis South America Holdings LLC)

No Consent of Third Parties Required. No consent of any person Person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 2 contracts

Samples: Credit Agreement (CSG Systems International Inc), Credit Agreement (CSG Systems International Inc)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, creation or perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof, except as have been obtained.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Bankrate, Inc.), Revolving Credit Agreement (Bankrate, Inc.)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first or, subject to any Permitted Revolving Credit Facility Intercreditor Agreement, priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or or, subject to any Permitted Revolving Credit Facility Intercreditor Agreement, the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement with respect to such Equity Interests or the exercise of remedies in respect thereofof such Equity Interests.

Appears in 2 contracts

Samples: Credit Agreement (Loar Holdings Inc.), Credit Agreement (Loar Holdings, LLC)

No Consent of Third Parties Required. No Subject to the terms of the Intercreditor Agreement, no consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement as Second Priority Liens, or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 2 contracts

Samples: Second Lien Credit Agreement (Regency Energy Partners LP), Second Lien Credit Agreement (Regency Energy Partners LP)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the applicable Collateral Agent in any Equity Interests pledged to the such Collateral Agent for the benefit of the Secured Parties under the applicable Security Agreement or the exercise by the such Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 2 contracts

Samples: Credit Agreement (SGS International, Inc.), Credit Agreement (Southern Graphic Systems, Inc.)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary that has not been obtained is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 2 contracts

Samples: Credit Agreement (Hercules Offshore, Inc.), Credit Agreement (Hercules Offshore, Inc.)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 2 contracts

Samples: Senior Credit Agreement, Revolving Credit Agreement

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or shareholder, any other trust beneficiary or any issuer is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 2 contracts

Samples: Credit Agreement (CPI International Holding Corp.), Credit Agreement (CPI International, Inc.)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority First Priority status of the security interest of the applicable Collateral Agent in any Equity Interests pledged to the such Collateral Agent for the benefit of the Secured Parties under the Security Agreement Agreements or the exercise by the such Collateral Agent of the voting or other rights provided for in the any such Security Agreement or the exercise of remedies in respect thereof.

Appears in 1 contract

Samples: Credit Agreement (LNT Leasing II, LLC)

No Consent of Third Parties Required. No Subject to the Perfection Requirements, no consent of any person person, including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary beneficiary, is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Security Agent in any Equity Interests pledged to the Collateral Security Agent for the benefit of the Secured Parties under the Security Agreement Documents or the exercise by the Collateral Security Agent of the voting or other rights provided for in the Security Agreement Documents or the exercise of remedies in respect thereof.

Appears in 1 contract

Samples: Credit Agreement (NDS Group Holdings, LTD)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first second priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 1 contract

Samples: Credit Agreement (Thompson Creek Metals CO Inc.)

No Consent of Third Parties Required. No consent of any person Person, including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary (other than those which have been obtained and remain in full force and effect) is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the applicable Security Agreement Document or the exercise by the Collateral Agent of the voting or other rights provided for in the such Security Agreement Document or the exercise of remedies in respect thereof.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Algoma Steel Group Inc.)

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No Consent of Third Parties Required. No Except as set forth on Schedule 5.8(b) of the Disclosure Letter, no consent of any person Person, including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary beneficiary, is necessary or reasonably desirable (from the perspective of a secured party) in connection with for the creation, perfection or and/or first priority status of the security interest of the Collateral Agent in any Equity Interests Capital Stock pledged to the Collateral Agent for its benefit and the benefit of the Secured Parties Lenders under the Security Agreement Collateral Documents or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement Collateral Documents or the exercise of rights and remedies in respect thereof.

Appears in 1 contract

Samples: Credit Agreement (Workhorse Group Inc.)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement Agreements or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement Agreements or the exercise of remedies in respect thereof.

Appears in 1 contract

Samples: Credit Agreement (Norcraft Holdings, L.P.)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Pledge Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the Pledge Agreement or the exercise of remedies in respect thereof.

Appears in 1 contract

Samples: First Lien Credit Agreement (Global Geophysical Services Inc)

No Consent of Third Parties Required. No Except as listed on Schedule 3.07(b), no consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Pledge Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Pledge Agreement or the exercise of remedies in respect thereof.

Appears in 1 contract

Samples: Credit Agreement (Petroleum Geo Services Asa)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement Documents or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement Documents or the exercise of remedies in respect thereof.

Appears in 1 contract

Samples: Purchase Agreement (Digital Domain)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first second priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Pledge Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the Pledge Agreement or the exercise of remedies in respect thereof.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Global Geophysical Services Inc)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Administrative Agent in any Equity Interests pledged to the Collateral Administrative Agent for the benefit of the Secured Parties under the Security Agreement and the other Collateral Documents or the exercise by the Collateral Administrative Agent of the voting or other rights provided for in any of the Security Agreement Collateral Documents or the exercise of remedies in respect thereofthereof other than any consents which have been obtained.

Appears in 1 contract

Samples: Credit Agreement (Kendle International Inc)

No Consent of Third Parties Required. No Except as set forth on Schedule 4.03(b), no consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first second priority status of the security interest of the Collateral Agent in any Equity Interests Capital Stock pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 1 contract

Samples: Purchase Agreement (Terremark Worldwide Inc)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, creation or perfection or first priority status of the security interest of the Collateral Administrative Agent in any Equity Interests Capital Stock pledged to the Collateral Administrative Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Administrative Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof, except as have been obtained.

Appears in 1 contract

Samples: Revolving Credit Agreement (Bankrate, Inc.)

No Consent of Third Parties Required. No consent of any person Person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Administrative Agent in any Equity Interests pledged to the Collateral Administrative Agent for the benefit of the Secured Parties under the Pledge and Security Agreement or the exercise by the Collateral Administrative Agent of the voting or other rights provided for in the Pledge and Security Agreement or the exercise of remedies in respect thereof, except for those already obtained.

Appears in 1 contract

Samples: Possession Credit Agreement

No Consent of Third Parties Required. No Other than the approval of the Board of Directors of the issuer of the Equity Interests, no consent of any person Person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.the

Appears in 1 contract

Samples: Loan Agreement (Volta Inc.)

No Consent of Third Parties Required. No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.thereof other than any consents which have been obtained. (c)

Appears in 1 contract

Samples: Credit Agreement (Kendle International Inc)

No Consent of Third Parties Required. No consent of any person person, including any other general or limited partner, any other member of a limited liability company, any other shareholder or shareholder, any other trust beneficiary or any issuer, is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first second priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreement or the exercise of remedies in respect thereof.

Appears in 1 contract

Samples: Second Lien Credit Agreement (CPI International Holding Corp.)

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