Organizational Documents, Material Agreements. (a) It will not, and will not permit any of its Subsidiaries to, enter into any amendment to or modification of any Organizational Document without the prior written consent of the Administrative Agent, which consent shall not be unreasonably withheld, conditioned or delayed.
(b) It will not, and will not permit any of its Subsidiaries to (i) enter into any material waiver, amendment or modification of any Material Agreement (including, but not limited to, any amendments to provisions relating to pricing and term) that would be reasonably expected to adversely affect the Lenders in any material respect and (ii) take or omit to take any action that results in the termination of, or permits any other Person to terminate, any Material Agreement or Material Intellectual Property that would be reasonably expected to adversely affect the Lenders in any material respect, without, in each case, the prior written consent of the Administrative Agent, such consent not to be unreasonably withheld or delayed.
Organizational Documents, Material Agreements. (a) Each Obligor will not enter into any amendment to or modification of any Organizational Document without the prior written consent of the Administrative Agent.
(b) Each Obligor will not (i) enter into any material waiver, amendment or modification of any Material Agreement (including, but not limited to, any amendments to provisions relating to pricing and term) that would be reasonably expected to adversely affect the Lenders in any material respect or (ii) take or omit to take any action that results in the termination of, or permits any other Person to terminate, any Material Agreement or Material Intellectual Property that would be reasonably expected to have a Material Adverse Effect, without, in each case, the prior written consent of the Administrative Agent, such consent not to be unreasonably withheld or delayed.
(c) Each Obligor will not enter into any amendment to or modification of the Xxxx Leases, which is less favorable to the Obligors, without the prior written consent of the Administrative Agent.
(d) Each AIB Credit Party will not enter into any amendment to or modification of the AIB Facilities Letter or AIB Facility 3 without the prior written consent of the Administrative Agent.
(e) Each Obligor will not enter into any amendment to or modification of the Investor Convertible Note that is in violation of the Investor Subordination Agreement without the prior written consent of the Administrative Agent.
Organizational Documents, Material Agreements. It will not, and will not permit any of its Subsidiaries to, enter into any amendment to or modification of any Organizational Document that would be reasonably expected to adversely affect the Lenders in any material respect, without the prior written consent of the Administrative Agent.
Organizational Documents, Material Agreements. Without the prior written consent of Lender, no Borrower shall, and no Borrower shall permit any of its Subsidiaries to, (a) amend, restate or otherwise modify its Governing Agreements except for amendments thereof that do not have any adverse effect on the Secured Creditors’ rights and remedies under the Loan Documents, or (b) amend or otherwise modify any Debt Instrument or Material Agreements in a manner that could have a Material Adverse Effect.
Organizational Documents, Material Agreements. (a) It will not, and will not permit any of its Subsidiaries to, enter into any amendment to or modification of any Organizational Document that would be reasonably ‑90‑ expected to adversely affect the Lenders in any material respect, without the prior written consent of the Administrative Agent.
(b) It will not, and will not permit any of its Subsidiaries to (i) enter into any material waiver, amendment or modification of any Material Agreement (including, but not limited to, any amendments to provisions relating to pricing and term) that would be reasonably expected to materially and adversely affect the Lenders in any material respect or (ii) take or omit to take any action that results in the termination of, or permits any other Person to terminate, any Material Agreement or Material Intellectual Property that would be reasonably expected to have a Material Adverse Effect, without, in each case, the prior written consent of the Administrative Agent. For the avoidance of doubt, with respect to the Indi Purchase Agreement, (A) increasing interest rates payable by the Obligors, (B) increasing or adding fees or charges payable by the Obligors and (C) changing (to earlier dates) any dates upon which payments by the Obligors are due shall be deemed to adversely affect the Lenders in a material respect.
Organizational Documents, Material Agreements. (a) It will not, and will not permit any of its Subsidiaries to, enter into any amendment to or modification of any Organizational Document that would be reasonably expected to adversely affect the Lenders in any material respect without the prior written consent of the Lenders, which consent shall not be unreasonably withheld, conditioned or delayed.
(b) It (i) will not, and will not permit any of its Subsidiaries to, enter into any material waiver, amendment or modification of any Material Agreement (including, but not limited to, any amendments to provisions relating to pricing and term) that would be reasonably expected to adversely affect the Lenders in any material respect, (ii) will not, and will not permit any of its Subsidiaries to, terminate any Material Agreement and (iii) will use commercially reasonable efforts, and will ensure that each of its Subsidiaries will use commercially reasonable efforts, to ensure that no Material Agreement is terminated by any counterparty thereto prior to its stated date of expiration (unless such terminated Material Agreement is replaced with another agreement(s) that, viewed as a whole, is on the same or better terms for Borrower or such Subsidiary) without, in each case, the prior written consent of the Majority Lenders, which consent shall not be unreasonably withheld, conditioned or delayed.
(c) It will not, and will not permit any of its Subsidiaries to enter into any material waiver, amendment or modification of any Collaboration Agreement (including, but not limited to, any amendments to provisions relating to pricing and term) except, the Collaboration Agreements may be waived, amended, modified or terminated, so long as (i) no Default or Event of Default shall have occurred and is continuing, (ii) the result of such waiver amendment, modification or termination would not be reasonably expected to result in a Material Adverse Effect and (iii) the Borrower shall provide the Lenders with 30 days’ prior written notice of any such waiver, amendment, modification or termination; provided that only one of the Specified Collaboration Agreement may be terminated during the term of this Agreement unless otherwise consented to by the Majority Lenders, which consent shall not be unreasonably withheld, conditioned or delayed.
Organizational Documents, Material Agreements. (a) It will not, and will not permit any of its Subsidiaries to, enter into any amendment to or modification of any Organizational Document that is materially adverse to the interests of the Lenders without the prior written consent of the Majority Lenders, which consent shall not be unreasonably withheld, conditioned or delayed.
(b) It will not, and will not permit any of its Subsidiaries to, enter into any waiver, amendment or modification of any Material Agreement (including, but not limited to, any amendments to provisions relating to pricing and term) that would be reasonably expected to adversely affect the Lenders in any material respect or result in a Material Adverse Effect.
Organizational Documents, Material Agreements. (a) It will not, and will not permit any of its Subsidiaries to, enter into any material amendment to or modification of any Organizational Document without the prior written consent of the Administrative Agent; provided that the Borrower may reincorporate in the State of Delaware if the changes to its Organizational Documents could not reasonably be expected to have a Material Adverse Effect on the Lenders; provided, further, the Borrower shall give the Administrative Agent thirty (30) day’s prior written notice of such planned reincorporation and shall take all actions necessary (including, without limitation, such actions set forth in Section 8.11) to maintain the Administrative Agent’s perfected first priority Lien (subject to Permitted Liens) on the Borrower’s assets.
(b) It will not, and will not permit any of its Subsidiaries to (i) enter into any material waiver, amendment or modification of any Material Agreement (including, but not limited to, any amendments to provisions relating to pricing and term) that would be reasonably expected to adversely affect the Lenders in any material respect and (ii) take or omit to take any action that results in the termination of, or permits any other Person to terminate, any Material Agreement or Material Intellectual Property that would be reasonably expected to adversely affect the Lenders in any material respect, without, in each case, the prior written consent of the Administrative Agent.
Organizational Documents, Material Agreements. (i) No Credit Party is in default under or in violation in any material respect of the performance of any of its obligations under any of its organizational documents, except for such violations that would not have a Material Adverse Effect.
(ii) Borrower is not in default under any Material Agreement entered into after the Closing Date except, in each case, as would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and each such Material Agreement is valid, binding, and in full force and effect, and there is no termination event of a material nature under any such Material Agreement.
Organizational Documents, Material Agreements. Agree to, or suffer to occur, any amendment, supplement or addition to (i) its or any of its Subsidiaries’ or Permitted Joint Venture’s charter, articles or certificate of incorporation, certificate of formation, limited partnership agreement, bylaws, limited liability agreement, operating agreement or other organizational documents (including through the entry into any shareholders’ or similar agreements which would modify the provisions of any such organization documents in any respect) except as specified in this Agreement with regard to (A) the Qualified SPAC Merger or the conversion of any obligations into Equity Interests; (B) the New Equity Issuance, (C) in connection with the FF Hong Kong Share Charge Deed, (D) the Pre-A Debt Conversion and (E) the appointment of Observer Representatives pursuant to Section 7.1.16(b), and once adopted, any modification thereafter to such organizational documents shall be prohibited or (ii) any Material Agreement.
