Common use of Requisite Lenders’ Consent Clause in Contracts

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b) and 10.5(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and Borrower; provided that Administrative Agents may, with the consent of Borrower only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative Agents), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Nord Anglia Education, Inc.), Credit and Guaranty Agreement (Nord Anglia Education, Inc.)

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Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b) and 10.5(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and Borrower; provided that Administrative Agents Agent may, with the consent of Borrower only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 2 contracts

Samples: Assignment and Assumption Agreement (Alion Science & Technology Corp), Intercreditor Agreement (Alion Science & Technology Corp)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b11.5(b) and 10.5(c11.5(c), no amendment, modification, termination or waiver of any provision of the Credit Transaction Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of the Requisite Lenders and BorrowerLenders; provided that the Administrative Agents Agent may, with the consent of the Borrower only, amend, modify or supplement this Agreement or any other Credit Transaction Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by the Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and the Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 2 contracts

Samples: Credit Agreement (FS Investment Corp II), Credit Agreement (FS Energy & Power Fund)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b) and 10.5(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and BorrowerLenders; provided that Administrative Agents Agent may, with the consent of Borrower only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement, Credit and Guaranty Agreement (TerraForm Power, Inc.)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b) and 10.5(c(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and BorrowerLenders; provided that Administrative Agents Agent may, with the consent of Borrower and the Revolver Borrower, if applicable, only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five three Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five three Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Tronox LTD)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b9.5(b) and 10.5(c9.5(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and BorrowerLenders; provided that Administrative Agents Agent may, with the consent of Borrower and Molycorp only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 1 contract

Samples: Credit Agreement (Molycorp, Inc.)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b) and 10.5(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and BorrowerLenders; provided that Administrative Agents Agent may, with the consent of Borrower only, amend, modify or supplement this Agreement or any other Credit Document (i) to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, any L/C Issuer if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment, (ii) to enter into additional or supplemental Collateral Documents, or (iii) to release Collateral or Guarantors in accordance with Section 6.8 of this Agreement and the Collateral Documents.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Atlantic Power Corp)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b) and 10.5(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of the Borrower and the Requisite Lenders and BorrowerLenders; provided that Administrative Agents Agent may, with the consent of Borrower only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five Business 104 Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 1 contract

Samples: Bridge Credit and Guaranty Agreement (Leonardo DRS, Inc.)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b) and 10.5(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and BorrowerLenders; provided that Administrative Agents Agent may, with the consent of Borrower only, amend, modify or supplement this Agreement or any other Credit Document (i) to cure any ambiguity, omission, 164 defect or inconsistency (as reasonably determined by Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, any L/C Issuer if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment, (ii) to enter into additional or supplemental Collateral Documents, or (iii) to release Collateral or Guarantors in accordance with Section 6.8 of this Agreement and the Collateral Documents.

Appears in 1 contract

Samples: Operations and Maintenance Agreement (Atlantic Power Corp)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b11.5(b) and 10.5(c11.5(c), no amendment, modification, termination or waiver of any provision of the Credit Transaction Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of the Requisite Lenders and BorrowerLenders; provided that the Administrative Agents Agent may, with the consent of the Borrower only, amend, modify or supplement this Agreement or any other Credit Transaction Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by the Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days' prior written notice thereof and the Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 1 contract

Samples: Credit Agreement (FS Investment Corp III)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b) and 10.5(c), and except as provided in Section 2.20, 2.21 or 10.5(f), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and BorrowerLenders; provided that Administrative Agents Agent may, with the consent of Borrower only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative Agents)Agent) or grant additional guarantees or additional Liens or Collateral to Collateral Agent, so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment, modification or supplement.

Appears in 1 contract

Samples: Credit and Guarantee Agreement (Kraton Performance Polymers, Inc.)

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Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b) and 10.5(c) (but subject to Sections 2.24 and 2.25), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and BorrowerLenders; provided that Administrative Agents Agent may, with the consent of Borrower only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative AgentsAgent), in each case so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 1 contract

Samples: Term Loan and Guaranty Agreement (TerraForm Power, Inc.)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b9.5(b), 9.5(c) and 10.5(c9.5(d), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party Borrower therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and BorrowerLenders; provided that Administrative Agents Agent may, with the consent of Borrower only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 1 contract

Samples: Credit Agreement (Cablevision Holding S.A.)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b) and 10.5(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and BorrowerLenders; provided that Administrative Agents Agent may, but shall have no obligation to, with the consent of Borrower only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative AgentsAgent acting at the direction of Requisite Lenders), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 1 contract

Samples: Loan Agreement (Ener1 Inc)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b) and 10.5(c), and except as provided in Section 2.20, 2.21 or 10.5(f), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of Requisite Lenders and BorrowerLenders; provided that Administrative Agents Agent may, with the consent of Borrower Representative only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative Agents)Agent) or grant additional guarantees or additional Liens or Collateral to Collateral Agent, so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment, modification or supplement.

Appears in 1 contract

Samples: Credit and Guarantee Agreement (Kraton Corp)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b9.5(b) and 10.5(c9.5(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall will in any event be effective without the written concurrence of Requisite Lenders and Borrower; provided Lenders, except that Administrative Agents Agent may, with the consent of Borrower only, amend, modify or supplement this Agreement or any other Credit Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five (5) Business Days’ prior written notice thereof and Administrative Agents shall Agent has not have received, within five (5) Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Inovalon Holdings, Inc.)

Requisite Lenders’ Consent. Subject to the additional requirements of Sections 10.5(b11.5(b) and 10.5(c11.5(c), no amendment, modification, modification or termination or waiver of any provision of the Credit Transaction Documents, or consent to any departure by any Credit Party therefrom, shall in any event be effective without the written concurrence of the Requisite Lenders and BorrowerLenders; provided that the Administrative Agents Agent may, with the consent of the Borrower only, amend, modify or supplement this Agreement or any other Credit Transaction Document to cure any ambiguity, omission, defect or inconsistency (as reasonably determined by the Administrative AgentsAgent), so long as such amendment, modification or supplement does not adversely affect the rights of any Lender (or Issuing Bank, if applicable) or the Lenders shall have received at least five Business Days’ prior written notice thereof and the Administrative Agents Agent shall not have received, within five Business Days of the date of such notice to the Lenders, a written notice from the Requisite Lenders stating that the Requisite Lenders object to such amendment.. 115

Appears in 1 contract

Samples: Credit Agreement (FS Energy & Power Fund)

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