Restrictions on Changes. (a) Agree to any amendment to, assignment or termination of, or waive any of its rights under, any Permit or Material Contract without in each case obtaining the prior written consent of the Required Lenders if in any such case such amendment, assignment, termination or waiver could reasonably be expected to have a Material Adverse Effect (taking into consideration any viable replacements or substitutions therefor at the time such determination is made).
(b) Amend or change the terms of any Financing Agreement (other than the Loan Documents) if the effect of such amendment or change is to (i) make the final maturity date earlier, or the Weighted Average Life to Maturity less than, the final maturity date or Weighted Average Life to Maturity, respectively, of the Indebtedness being amended or changed or (ii) in the reasonable judgment of Borrower, make the terms of such Financing Agreement, taken as a whole, more restrictive than the restrictions on the Loan Parties contained in such Financing Agreement prior to such amendment or change such that the differences between the restrictions on the Loan Parties in such Financing Agreement prior to such amendment or change from those in such Financing Agreement after giving effect to such amendment or change, in each case taken as a whole, could not reasonably be expected to be materially adverse to the Loan Parties (taken as a whole) or the Lenders; provided, that the Borrower may amend the terms of any other Financing Agreement to increase the principal amount thereof if such increase is otherwise permitted by this Agreement; and provided further, that it is understood and agreed that the issuance or incurrence of Permitted Refinancing Indebtedness shall not be deemed to be an amendment or change to any Financing Agreement.
Restrictions on Changes. 13.1 Provided there is no event of default by the Proponent under this Agreement, that is continuing, it is understood and agreed that the City shall subordinate and postpone the City Charge to other charges and all prior and subsequent advances thereunder and enter into any standstill agreement(s) (pursuant to which it agrees, among other things, to take no enforcement action under the City Charge, pending repayment of such prior charge) which may be requested by the Proponent or the holder of a charge on the Land, provided that, in the opinion of the City, sufficient equity remains in the Lands to secure the City Charge. The City reserves the right to request, at the Proponent’s expense, such appraisals, financial statements, mortgage statements or other information as it deems appropriate prior to executing the postponement.
13.2 Upon the Proponent's request, the City shall provide a status certificate to the Proponent, a certificate in writing stating (if such be the case) that this Agreement is unmodified and in full force and effect or if there had been any modifications, stating the modifications and stating whether there are any outstanding events of default under this Agreement and the City Charge and, if so, the nature of the default. Each of the foregoing shall be delivered within fifteen (15) days of a written Notice being made by the Proponent.
13.3 Provided the Proponent is in good standing under this Agreement, it is understood and agreed that the City will consent to an assignment of this Agreement to secure a mortgage.
Restrictions on Changes. (a) Agree to any amendment to, assignment or termination of, or waive any of its rights under, any Permit or Material Contract without in each case obtaining the prior written consent of the Required Lenders if in any such case such amendment, assignment, termination or waiver could reasonably be expected to have a Material Adverse Effect (taking into consideration any viable replacements or substitutions therefor at the time such determination is made).
(b) Except in connection with a full redemption or other repayment under any Financing Agreements (other than the Loan Documents) with Permitted Refinancing Indebtedness, amend or otherwise change the terms of any Financing Agreements (other than the Loan Documents) or make any payment consistent with an amendment thereof or change thereto (i) if the effect of such amendment or change is to increase the interest rate or fees on the Indebtedness evidenced thereby, change to earlier or more frequent dates any dates upon which payments of principal or interest are due thereon (including, without limitation, changes to, or new additions of, mandatory prepayment provisions) or (ii) if the effect of such amendment or change, together with all other amendments and changes previously made, is to materially increase the obligations of the obligors thereunder or to confer any additional rights on the holders of the Indebtedness or obligations evidenced thereby (or a trustee or other representative on their behalf) which could reasonably be expected to be materially adverse to the Loan Parties (taken as a whole) or the Lenders; provided, that the Borrower may amend the terms of any other Financing Agreement to increase the principal amount thereof if such increase is otherwise permitted by this Agreement.
Restrictions on Changes. The Proponent shall not Transfer the Project without obtaining the prior written consent of the City, which consent may be unreasonably or arbitrarily withheld, conditioned or delayed. Any request for consent shall be accompanied by such information and documentation as reasonably required by the City. The City may, in its sole discretion, charge a commercially reasonable administration fee for such request.
12.1 The Project shall not be the subject of a Transfer unless the Transferee has first entered into an assignment and assumption agreement with the City assuming the covenants set forth herein and the City Charge, which agreement shall be duly executed by the Transferee and delivered to the City prior to the Transfer.
12.2 Notwithstanding anything herein contained, the Proponent may lease Units in the Project to residential tenants, without complying with Section 12.1 and Section 12.2.
Restrictions on Changes. Except as otherwise expressly provided in the IPA, Borrower shall not, without the prior written consent of Lender, become a party to any transaction whereby all or any substantial part of the properties, Assets or undertakings of Borrower (whether legally or beneficially owned by Borrower), would become the property of any other person or entity, whether by way of transfer, sale, conveyance, lease, sale and leaseback, or otherwise.
Restrictions on Changes. Only an officer of WHP may:
A) Change this Agreement.
B) Waive any provisions of this Agreement.
C) Extend the time for making payments.
D) Waive any of WHP’s rights or requirements. No change in this Agreement will be valid unless it is supported by an endorsement or amendment signed by an officer of WHP and specifically agreed to in writing by the Employer.
Restrictions on Changes. Unless otherwise agreed to by the Parties, the City shall not at any time during the Term require, and Design-Builder may refuse to implement, a Change which:
(a) would be contrary to Applicable Law;
(b) would render the insurance policies required under this Agreement void or voidable, unless the City agrees to provide replacement security acceptable to Design-Builder acting reasonably;
(c) would cause revocation of any Project Approval required by Design-Builder to perform its obligations under this Agreement, where such Project Approval would not, using reasonable efforts, be capable of amendment or renewal;
(d) would require a new Project Approval for Design-Builder to perform its obligations under this Agreement, which Project Approval would not, using reasonable efforts, be reasonably obtainable;
(e) would cause Design-Builder to be unable to obtain a Project Approval required by Design-Builder to perform its obligations under this Agreement, provided that such Project Approval:
(i) was previously required but at the time of the Change Enquiry had not yet been obtained by Design-Builder; and
(ii) would not, using reasonable efforts, be reasonably obtainable as a result of the Change;
(f) would result in a change in the essential nature of the Infrastructure; or
(g) would materially and adversely affect the risk allocation and payment regime under this Agreement with respect to the Design or the Construction. If Design-Builder, acting reasonably, determines that a Change is unacceptable because it contravenes one or more of the above, then Design-Builder shall promptly give notice to the City of its objection, with written reasons. If the City disagrees then it may deliver a Dispute Notice to Design-Builder, and the Parties will cooperate to have the issue resolved in a timely manner pursuant to the Dispute Resolution Procedure.
Restrictions on Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock.
(b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution).
(c) Form or acquire any Subsidiary.
(d) Acquire any property or assets other than Permitted Assets.
(e) Make any material change in the Credit and Collection Policy without the prior written consent of the Agent (which consent shall not be unreasonably withheld or delayed), make any change in the Credit and Collection Policy that would result in a Material Adverse Change with respect to the Accounts, or make (or permit any Originator to make) any other change in the Credit and Collection Policy without giving prior written notice thereof to Agent.
Restrictions on Changes. 11.1 The City may consent to a Transfer, as that term is defined in the Lease, if that Transfer is made pursuant to the terms of 4.2 to 4.4 of the Lease.
11.2 Notwithstanding any other statement in this Article 11, the Proponent may lease any unit to an individual tenant.
Restrictions on Changes. 11.1 Upon the Proponent's request, the City shall provide a status certificate to the Proponent, confirming that there is no outstanding event of default. Each of the foregoing shall be delivered within fifteen (15) days of a written request being made by the Proponent.
11.2 Provided the Proponent is in good standing under this Agreement, it is understood and agreed that the City will consent to an assignment of this Agreement to secure a mortgage.
