Town Consent Sample Clauses

Town Consent. The Town hereby irrevocably (a) consents to the terms of each PILOT Agreement (including a consent to the disproportionate treatment of the Town, as required under GML Section 858(15)) entered into between XXXX and an End User pursuant to which such End User will make PILOT payments as provided in this Agreement, (b) directs and authorizes End Users to make Town PILOT payments to XXXX pursuant to the terms of such PILOT Agreement, (c) directs and authorizes XXXX to accept the Town PILOT payments on behalf of the Town, (d) acknowledges and agrees that receipt of each Town PILOT payment by XXXX and the remittance thereof, in accordance with Section 2.3 of this Agreement, constitutes receipt by the Town pursuant to GML Section 874(3), and (e) waives any rights (including rights for late payment penalties under GML Section 874(5) and rights to xxx XXXX to recover payments under GML Section 874(6)), as long as XXXX complies with the provisions of this Agreement; provided, however, that nothing contained in this Section 3.2 shall constitute a waiver by the Town of its right to collect late penalties under GML Section 874(5) from any End User or to pursue an action against an End User pursuant to GML Section 874(6) in the event the End User fails to make a Town PILOT payment or makes a partial Town PILOT payment.
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Town Consent. For purposes of determining whether it shall consent to any such change of control and ownership, the Town shall inquire into the legal, financial, management and technical qualifications of the prospective controlling or owning Person, and including, but not limited to, such Person's cable‑related experience and service record, if any, in other communities, the changes, if any, it intends to make in the operations, maintenance, technology and services of the Cable System serving [Name of Municipality], any and all matters relative to the ability and likelihood of such Person adhering to all of the terms and conditions of this Franchise Agreement, and whether the proposed change of control and ownership is in the public interest.
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Town Consent. The Town hereby executes this Consent Agreement pursuant to the request of the Company and, to the extent required, for purposes of complying with New York General Municipal Law Section 858(15) and evidencing its consent to the PILOT Agreement and to any New PILOT Agreements contemplated and entered into in accordance with the terms and conditions of the PILOT Agreement. The Town acknowledges that the PILOT Increment payments under the PILOT Agreement and any New PILOT Agreement may be used for any purpose permitted by applicable law; acknowledges that it cannot direct the manner in which the PILOT Increment payments shall be applied and agrees to execute, at no cost or expense to the Town, any agreement, document or acknowledgment reasonably requested in connection with any financing of all or any part of the Project or Facility pursuant to Section 6.2 of the PILOT Agreement provided, however, that no such agreement, document or acknowledgment shall in any manner whatsoever waive, limit, abridge or impair (i) any of the Town's rights to receive any payments under the PILOT Agreement as and when the same become due and payable to the Town in accordance with the terms and conditions thereof, (ii) the respective amounts of any Base Amount payment, Base Amount Prepayment, the Affected Tax Jurisdictions Participation PILOT Payment, any Supplemental Payment or any other amounts due and payable to the Town, the date or dates on which the same are to be paid or the priority of payment of the same.
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Related to Town Consent

  • Waiver; Consent This Agreement may not be changed, amended, terminated, augmented, rescinded or discharged (other than in accordance with its terms), in whole or in part, except by a writing executed by the parties hereto. No waiver of any of the provisions or conditions of this Agreement or any of the rights of a party hereto shall be effective or binding unless such waiver shall be in writing and signed by the party claimed to have given or consented thereto. Except to the extent otherwise agreed in writing, no waiver of any term, condition or other provision of this Agreement, or any breach thereof shall be deemed to be a waiver of any other term, condition or provision or any breach thereof, or any subsequent breach of the same term, condition or provision, nor shall any forbearance to seek a remedy for any noncompliance or breach be deemed to be a waiver of a party’s rights and remedies with respect to such noncompliance or breach.

  • Prior Consent You will not accept for payment by Card any amount representing a deposit or partial payment for goods or services to be delivered in the future without the prior written consent of Processor. The acceptance of a Card for payment or partial payment of goods or services to be delivered in the future without prior consent will be deemed to be a breach of this Agreement and cause for immediate termination in addition to any other remedies available under the Laws or Rules.

  • Authorization; Consents The execution, delivery and performance by the Allocatee of the Allocation Agreement and the carrying out of the authorized use(s) of the NMTC Allocation provided hereunder are within the Allocatee’s powers and have been duly authorized by all necessary corporate, partnership or limited liability company action and no consent, approval, authorization or order of, notice to and filing with, any third party including, without limitation, any governmental entity which has not been previously obtained, is required in connection with such execution, delivery and performance. The Allocatee will make all such notices or filings that may be required after the Allocation Date in accordance with the applicable time periods for such notices or filings.

  • Request for Consent If Tenant desires at any time to enter into an Assignment of this Lease or a Sublease of the Premises or any portion thereof for which Landlord’s consent is required, it shall first give written notice to Landlord of its desire to do so, which notice shall contain (i) the name of the proposed assignee, subtenant or occupant; (ii) the name and nature of the proposed assignee’s, subtenant’s, or occupant’s business to be carried on in the Premises; (iii) the terms and provisions of the proposed Assignment or Sublease; and (iv) such financial and other information as Landlord may reasonably request concerning the proposed assignee, subtenant or occupant. Any improvements, additions, or alterations to the Premises or either Building that are required by applicable Laws or are deemed necessary or appropriate by Landlord, in Landlord’s reasonable judgment, as a result of any such Sublease or Assignment including, without limitation, demising walls and/or other improvements, additions or alterations necessary to cause the Premises to be suitable for multiple tenants (all of the foregoing collectively, “Required Sublease Improvements”), shall be installed and provided by Tenant (or, at Landlord’s sole option, by Landlord but at Tenant’s expense), without cost or expense to Landlord. Landlord may condition its consent to any proposed Sublease or Assignment on both (x) the construction of Required Sublease Improvements, and (y) a requirement that funds sufficient, in Landlord’s reasonable judgment, to cause the removal of the Required Sublease Improvements and restoration of the Premises to its condition prior to installation of the Required Sublease Improvements upon the earlier of expiration or termination of the Sublease or Assignment or this Lease be provided by Tenant to Landlord upon Landlord’s approval of such Sublease or Assignment, to be held as additional security for Tenant’s obligations to remove the Required Sublease Improvements upon expiration or earlier termination of this Lease as required by Paragraph 25(a). Tenant shall reimburse Landlord upon demand for any reasonable out-of-pocket expenses incurred by Landlord in connection with such review, including reasonable attorneys’ fees, and such obligation shall be an Additional Charge.

  • Cooperation; Consents Prior to the Closing, each party shall cooperate with the other parties to the end that the parties shall (i) in a timely manner make all necessary filings with, and conduct negotiations with, all authorities and other persons the consent or approval of which, or the license or permit from which is required for the consummation of the Acquisition and (ii) provide to each other party such information as the other party may reasonably request in order to enable it to prepare such filings and to conduct such negotiations.

  • Submission of Lease Submission of this instrument for examination or signature by Tenant does not constitute a reservation of, option for or option to lease, and it is not effective as a lease or otherwise until execution and delivery by both Landlord and Tenant.

  • Amendments to Merger Agreement The Merger Agreement is hereby amended as follows:

  • Assignment with Prior Consent Except as provided in Section 12.2 to this Appendix 2, no Interconnection Party shall assign its rights or delegate its duties, or any part of such rights or duties, under the Interconnection Service Agreement without the written consent of the other Interconnection Parties, which consent shall not be unreasonably withheld, conditioned, or delayed. Any such assignment or delegation made without such written consent shall be null and void. An Interconnection Party may make an assignment in connection with the sale, merger, or transfer of a substantial portion or all of its properties including the Interconnection Facilities which it owns, so long as the assignee in such a sale, merger, or transfer assumes in writing all rights, duties and obligations arising under this Interconnection Service Agreement. In addition, the Interconnected Transmission Owner shall be entitled, subject to Applicable Laws and Regulations, to assign the Interconnection Service Agreement to any Affiliate or successor that owns and operates all or a substantial portion of the Interconnected Transmission Owner’s transmission facilities.

  • Scope of Consent Your consent to receive Disclosures and transact business electronically, and our agreement to do so, applies to any transactions to which such Disclosures relate.

  • Ratification and Reaffirmation Each Borrower hereby ratifies and reaffirms the Obligations, each of the Loan Documents and all of such Borrower's covenants, duties, indebtedness and liabilities under the Loan Documents.

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