Unanimous Consent. Notwithstanding the foregoing, no amendment, waiver or consent shall, unless in writing, and signed by all of the Lenders (or the Administrative Agent at the written direction of the Lenders), do any of the following:
(i) subject the Lenders to any additional obligations or increase the commitment of any Lender;
(ii) reduce the principal of, or interest rates that have accrued or that will be charged on the outstanding principal amount of, the Loan;
(iii) reduce the amount of any fees payable to the Lenders hereunder;
(iv) postpone any date fixed for any payment of principal of, or interest on, the Loan (including, without limitation, the Maturity Date) or for the payment of fees or any other monetary Obligations of Borrower or Guarantor;
(v) modify or amend the organizational documents of Borrower in any manner that could be reasonably expected to have a Material Adverse Effect;
(vi) change the Pro Rata Shares;
(vii) amend this Section or amend the definitions of the terms used in this Agreement or the other Loan Documents insofar as such definitions affect the substance of this Section;
(viii) modify the definition of the term “Requisite Lenders” or modify in any other manner the number or percentage of the Lenders required to make any determinations or waive any rights hereunder or to modify any provision hereof;
(ix) release any Guarantor from its obligations under the Guaranty except as permitted, and in accordance with, the Loan Documents;
(x) waive a Default under Section 11.1(a) or (b);
(xi) release or dispose of any Collateral unless released or disposed of as permitted by, and in accordance with, the Loan Documents; or
(xii) subordinate the lien of the Deed of Trust other than to a Permitted Easement. For the avoidance of doubt, the Administrative Agent shall have the sole right to approve, in its reasonable discretion, the subordination of the lien of any Deed of Trust to any Permitted Easement.
Unanimous Consent. Unless otherwise restricted by the Articles or this Agreement, any action required or permitted to be taken at any meeting of the Managers or of any Committee thereof may be taken without a meeting, if all Managers or Committee, as the case may be, consent thereto in writing, and the writing or writings are filed with the minutes of proceedings of the Managers or Committee.
Unanimous Consent. Notwithstanding any other provision of this Section and any provision of law, the Issuer shall not do any of the following without the affirmative unanimous vote of all members of the Board of Directors of the Issuer (which includes both Independent Directors, as such term is defined in the Certificate of Incorporation).
(i) (A) dissolve or liquidate, in whole or in part, or institute proceedings to be adjudicated bankrupt or insolvent, (B) consent to the institution of bankruptcy or insolvency proceedings against it, (C) file a petition seeking or consent to reorganization or relief under any applicable federal or state law relating to bankruptcy, (D) consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the corporation or a substantial part of its property, (E) make any assignment for the benefit of creditors, (F) admit in writing its inability to pay its debts generally as they become due, or (G) take any action in furtherance of the actions set forth in clauses (A) through (F) above; or
(ii) merge or consolidate with or into any other person or entity or sell or lease its property and all or substantially all of its assets to any person or entity; or
(iii) modify any provision of its Certificate of Incorporation or Bylaws.
Unanimous Consent. Notwithstanding the foregoing, no amendment, waiver or consent shall, unless in writing, and signed by all of the Lenders (or the Administrative Agent at the written direction of the Lenders), do any of the following: increase the Commitments of the Lenders (excluding any increase as a result of an assignment of Commitments permitted under Section 13.6) or subject the Lenders to any additional obligations, except for any increases contemplated under Section 2.14; reduce the principal of, or interest rates that have accrued or that will be charged on the outstanding principal amount of, any Loans or other Obligations; reduce the amount of any Fees payable to the Lenders hereunder, other than Fees payable to Administrative Agent pursuant to the Fee Letter; postpone any date fixed for any payment of principal of, or interest on, any Loans or for the payment of Fees (other than Fees to Administrative Agent pursuant to the Fee Letter) or any other Obligations, or extend the expiration date of any Letter of Credit beyond the Termination Date; change the Pro Rata Shares (excluding any change as a result of an assignment of Commitments permitted under Section 13.6 or an increase of Commitments effected pursuant to Section 2.14); amend this Section 13.7 or amend the definitions of the terms used in this Agreement or the other Loan Documents insofar as such definitions affect the substance of this Section 13.7;
Unanimous Consent. Notwithstanding any other provision of this Section and any provision of law, the Issuer shall not do any of the following without the affirmative vote of its Independent Manager as such term is defined in the Issuer’s Organizational Documents: (A) dissolve or liquidate, in whole or in part, or institute proceedings to be adjudicated bankrupt or insolvent, (B) consent to the institution of bankruptcy or insolvency proceedings against it, (C) file a petition seeking, or consent to, reorganization or relief under any applicable federal, state or foreign law relating to bankruptcy or similar matters, (D) consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the Issuer or a substantial part of its property, (E) make any assignment for the benefit of creditors, (F) admit in writing its inability to pay its debts generally as they become due, or (G) take any action in furtherance of the actions set forth in clauses (A) through (F) above; or
(1) merge or consolidate with or into any other person or entity or sell or lease its property or all or substantially all of its assets to any person or entity; or
(2) modify any provision of its Organizational Documents.
Unanimous Consent. Any action which may be taken at a meeting of the Director/Managers or any committee thereof may be taken by consent in writing signed by all of the Director/Managers or by all members of the committee, as the case may be, and filed with the records of proceedings of the Director/Managers or committee.
Unanimous Consent. In the event the consent of the Partners is required for any action to be taken by the Partnership, such consent may be given at a meeting, which may be conducted by conference telephone call, or provided in writing executed by all the Partners.
Unanimous Consent. Any waiver of or any amendment to a provision of the Loan Documents which relates to:
(i) a change in the types of Borrowings or interest periods related thereto, interest rates, standby fees, the Margin, notice periods or the amount of any payments payable by the Borrower to the Lenders under this Agreement and including any waiver of the time of payment of any amounts payable to the Lenders under this Agreement including, without limitation, the provisions of Section 9.1(a);
(ii) an increase or decrease in the Commitment of any Lender other than as contemplated herein;
(iii) an assignment or transfer by the Borrower of any of its rights and obligations under this Agreement;
(iv) a change in the definition of Majority Lenders or Maturity Date or any other definition to the extent relevant to any of the provisions of this Section 11.12(a);
(v) any matter which, pursuant to the Loan Documents, specifically requires the consent or agreement of all of the Lenders;
(vi) the provisions of Section 8.1(q), 11.12(a) or 11.12(b); or
(vii) any release or material amendment to the Loan Party Guarantee; shall bind the Lenders only if such waiver or amendment is agreed to in writing by all of the Lenders.
Unanimous Consent. Any action which may be taken at a meeting of the Trustees may be taken without a meeting, if made by a unanimous consent setting forth the action so taken. Such consent shall be made by written instrument duly signed by all the Trustees and filed with the records of the Trust.
Unanimous Consent. Notwithstanding the foregoing, the following actions shall require the unanimous consent of the Members (or Remaining Members, as the case may be):
(a) Any amendment to this Agreement unless a lesser percentage of Sharing Ratios is provided for herein; and
(b) The admission of any Assignee as a Member or a new or additional Member (except as otherwise allowed with respect to a Permitted Transferee).
