Common use of Waiver of Rights; Consents with Respect to Partnership Interests Clause in Contracts

Waiver of Rights; Consents with Respect to Partnership Interests. (a) The Grantor acknowledges that the agreements contained herein and the transactions contemplated hereby and any actions taken in contemplation of the transactions contemplated hereby (including the declaration of any dividend or distribution in the form of Interests) may conflict with, and may not have been contemplated by, the partnership agreement of one or more Other Partnerships in which one or more of the Interests represent a direct or indirect interest or another agreement among one or more holders of such Interests or one or more of the partners of any such partnership. (b) With respect to each Other Partnership in which the Interests represents a direct or indirect interest, the Grantor expressly gives all Consents (as defined below) (and any consent necessary to authorize the proper parties in interest to give all Consents) and Waivers (as defined below) necessary or desirable to facilitate any Conveyance Action (as defined below) relating to such partnership (as such terms are defined below). (c) The Grantor further agrees that the Grantor will take no action to enjoin, or seek damages resulting from, any Conveyance Action by any holder of a direct or indirect interest in a partnership in which an Interest of the Grantor represents a direct or indirect interest. (d) The Waivers and Consent contained in this Section 6.9 shall terminate upon the termination of this Agreement, except as to transactions completed hereunder prior to termination. (i) As used herein, the term "CONVEYANCE ACTION" means, with respect to any Other Partnership having a direct or indirect ownership interest in any property,

Appears in 10 contracts

Samples: Option Agreement (Tower Realty Trust Inc), Option Agreement (Tower Realty Trust Inc), Option Agreement (Tower Realty Trust Inc)

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Waiver of Rights; Consents with Respect to Partnership Interests. (a) The Grantor acknowledges Grantors acknowledge that the agreements contained herein and the transactions contemplated hereby and any actions taken in contemplation of the transactions contemplated hereby (including the declaration of any dividend or distribution in the form of Interests) may conflict with, and may not have been contemplated by, the partnership agreement of one or more Other Partnerships in which one or more of the Interests represent a direct or indirect interest or another agreement among one or more holders of such Interests or one or more of the partners of any such partnership. (b) With respect to each Other Partnership in which the Interests represents a direct or indirect interest, the Grantor Grantors expressly gives give all Consents (as defined below) (and any consent necessary to authorize the proper parties in interest to give all Consents) and Waivers (as defined below) necessary or desirable to facilitate any Conveyance Action (as defined below) relating to such partnership (as such terms are defined below). (c) The Each Grantor further agrees that the Grantor will take no action to enjoin, or seek damages resulting from, any Conveyance Action by any holder of a direct or indirect interest in a partnership in which an Interest of the Grantor represents a direct or indirect interest. (d) The Waivers and Consent contained in this Section 6.9 shall terminate upon the termination of this Agreement, except as to transactions completed hereunder prior to termination. (i) As used herein, the term "CONVEYANCE ACTION" means, with respect to any Other Partnership having a direct or indirect ownership interest in any property,

Appears in 1 contract

Samples: Option Agreement (Tower Realty Trust Inc)

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Waiver of Rights; Consents with Respect to Partnership Interests. (a) The Grantor acknowledges that the agreements contained herein and the transactions contemplated hereby and any actions taken in contemplation of the transactions contemplated hereby (including the declaration of any dividend or distribution in the form of Interests) may conflict with, and may not have been contemplated by, the partnership agreement of one or more Other Partnerships in which one or more of the Interests represent a direct or indirect interest or another agreement among one or more holders of such Interests or one or more of the partners of any such partnership. (b) With respect to each Other Partnership in which the Interests represents a direct or indirect interest, the Grantor expressly gives all Consents (as defined below) (and any consent necessary to authorize the proper parties in interest to give all Consents) and Waivers (as defined below) necessary or desirable to facilitate any Conveyance Action (as defined below) relating to such partnership (as such terms are defined below). (c) The Grantor further agrees that the Grantor will take no action to enjoin, or seek damages resulting from, any Conveyance Action by any holder of a direct or indirect interest in a partnership in which an Interest of the Grantor represents a direct or indirect interest. (d) The Waivers and Consent contained in this Section 6.9 shall terminate upon the termination of this Agreement, except as to transactions completed hereunder prior to termination. (i) As used herein, the term "CONVEYANCE ACTION" means, with respect to any Other Partnership having a direct or indirect ownership interest in any property,

Appears in 1 contract

Samples: Omnibus Option Agreement (Tower Realty Trust Inc)

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