Paragraph 21. A. of the Phase A Lease requires Sublandlord to obtain the written consent of Landlord to this Sublease. Sublandlord shall diligently pursue Landlord's consent to this Sublease promptly following the execution and delivery of this Sublease by Sublandlord and Subtenant.
Paragraph 21. A.: Notwithstanding the provisions of the last sentence of Paragraph 21.A. of the Lease, the right to assign and/or sublet the Premises shall inure to the benefit of New Tenant upon the assignment of the Leasehold from Current Tenant to New Tenant and thereafter shall be personal to New Tenant and any Permitted Assignee under the Lease; provided, however, that this shall be a one-time forbearance by Landlord, shall not be construed as having created a custom, practice, or manner contrary to the specific terms, covenants, and conditions of the Lease or as having permanently modified the same, and shall not be deemed a waiver of Landlord's right to enforce strictly the terms of the last sentence of Paragraph 21.A. of the Lease at any time after the Effective Date.
Paragraph 21. 6.1 above does not apply to any sale, lease, transfer or other disposal or disposals:
(i) made in the ordinary course of the business (nxxx’esercizio ordinario dell’attività commerciale caratteristica dell’impresa) of the disposing entity;
(ii) of assets in exchange for other assets comparable or superior as to type, value and quality;
(iii) the proceeds of which are applied to the acquisition by any member of the Group, of property or assets (including the capital stock of any entity) that replaces the relevant property or assets disposed of, or in property or assets that will be used or useful in the business or operations of the Group, within 365 days;
(iv) made as a result of or in connection with a Corporate Reconstruction as defined in and pursuant to Clause 21.7 (Merger);
(v) the proceeds of which are applied in voluntary prepayment of the Facility in accordance with the terms of this Agreement (such payment to occur on the last day of the Interest Period for each Loan being prepaid during which such disposed proceeds are received by the relevant member of the Group);
(vi) in respect of any assets other than shares or other ownership interests in any member of the Group, by an Obligor to another Obligor or by a member of the Group (other than an Obligor) to another member of the Group (including an Obligor);
(vii) of shares or other ownership interests in any member of the Group by a member of the Group to another member of the Group, subject always to Clause 7.2 (Change of Control);
(viii) that is a disposal of own treasury shares (azioni proprie); or
(ix) where the book value of the assets (when aggregated with the book value of the assets for any other sale, lease, transfer or other disposal by the Group, other than any permitted under paragraphs (i) to (vii) above) carried out over the period from the date hereof to the Termination Date does not exceed 30 per cent of the Consolidated Total Assets of the Group at the end of any Relevant Period as determined by the Consolidated Financial Statements or Consolidated Quarterly Financial Statements (as the case may be) for the Relevant Period from the date hereof to the Termination Date.
Paragraph 21. 5.1 does not apply to any amalgamation, demerger, merger, consolidation or corporate reconstruction between or among Obligors and/or one or more of their Subsidiaries. Facility Agreement _Powerfleet_ 70
Paragraph 21. 2.18 of article 2 of the General Provisions shall be revised to read as follows:
Paragraph 21. “it may suspend the application of such substantially equivalent concession or other obligation”
Paragraph 21. Protects from claims there were differing (prior or subse- quent) oral agreements, prevents unilateral cancellation, binds successors. Assures the continued validity of the balance of the agreement if any severable part is found unenforceable.
Paragraph 21. This paragraph shall not apply.
