Amendments to Operative Documents. Party B agrees that it will obtain Party A’s written consent (which consent shall not be unreasonably withheld) prior to amending or supplementing the Pooling and Servicing Agreement (or any other transaction document), if such amendment and/or supplement would: (a) materially adversely affect any of Party A’s rights or obligations hereunder; or (b) modify the obligations of, or impact the ability of, Party B to fully perform any of Party B’s obligations hereunder.
Amendments to Operative Documents. The Lessor Manager, the Trust Company and the Owner Lessor each covenants severally and as to itself only that it will not unless such action is expressly permitted by the Operative Documents (a) through its own action terminate any Operative Document to which it is a party, (b) amend, supplement, waive or modify (or consent to any such amendment, supplement, waiver or modification) such Operative Documents in any manner or (c) except as provided in Section 11 hereof or Section 2.10 or Section 5.6 of the Collateral Trust Indenture, take any action to prepay or refund the Lessor Notes or amend any of the payment terms of the Lessor Notes without, in each case, the prior written consent of the Facility Lessee so long as no Significant Lease Default or Lease Event of Default shall have occurred and be continuing and, in the case of clause (a) or (b), the Indenture Trustee so long as the Lien of the Collateral Trust Indenture has not been terminated or discharged. Transfer of the Owner Lessor's Interest. Other than as permitted by the Operative Documents, each of the Lessor Manager and the Owner Lessor covenants that it will not assign, pledge, sell, lease, convey or otherwise transfer any of its then existing right, title or interest in and to the Owner Lessor's Interest, the Lessor Estate or the other Operative Documents.
Amendments to Operative Documents. Amend or modify any of the Operative Documents to which it is a party or any other agreement or instrument pursuant to which any of the LLC Assets have been purchased or created, it being understood that the Lender’s execution of any amendment of the LLC Agreement in its capacity as member of the Borrower shall be deemed to be the prior written consent of the Lender to such amendment.
Amendments to Operative Documents. 40 Section 6.4 Transfer of the Owner Lessor's Interest .......................... 40 Section 6.5 Owner Lessor; Lessor Estate ...................................... 40 Section 6.6 Limitation on Indebtedness and Actions ........................... 40 Section 6.7 Change of Location ............................................... 40 Section 6.8 Bankruptcy of Owner Lessor ....................................... 40 SECTION 7 COVENANTS OF THE OWNER PARTICIPANT .................................... 41 Section 7.1 Restrictions on Transfer of Member Interest ...................... 41 Section 7.2 Owner Participant's Liens ........................................ 44 TABLE OF CONTENTS (continued) PAGE Section 7.3 Amendments or Revocation of LLC Agreement ........................... 44 Section 7.4 Bankruptcy Filings .................................................. 44 Section 7.5 Instructions ........................................................ 44 Section 7.6 Right of First Refusal .............................................. 44 Section 7.7 Prohibition on Fundamental Changes .................................. 45 Section 7.8 Appointment of Successor Lessor Manager ............................. 45 Section 7.9 Cooperation ......................................................... 45
Amendments to Operative Documents. The Owner Trustee and the Trust Company each covenants severally and as to itself only that it will not unless such action is expressly contemplated by the Operative Documents, or with respect to the Owner Trustee and the Owner Lessor, unless it is expressly directed by the Owner Participant in writing, (i) through its own action terminate any Operative Document to which it is a party, (ii) amend, supplement, waive or modify (or consent to any such amendment, supplement, waiver or modification) any Operative Document (other than the Trust Agreement, amendments to and modifications of which are governed by Section 9.1 hereof) in any manner other than with respect to administrative or ministerial matters, or (iii) except as provided in Section 14.2 hereof, take any action to prepay or refund the Lessor Notes or amend any of the payment terms of the Lessor Notes without, in each case, the prior written consent of Midwest so long as no Material Lease Default or Lease Event of Default shall have occurred and be continuing and, in the case of Sections 9.3(a) or (b), the Lease Indenture Trustee and the Pass Through Trustee as long as the Lien of the Lease Indenture has not been terminated or discharged.
Amendments to Operative Documents. 49 Section 6.4. Transfer of the Owner Lessor's Leasehold Interest.... 50 Section 6.5. Owner Lessor; Lessor Estate.......................... 50 Section 6.6. Limitation on Indebtedness and Actions............... 50 Section 6.7. Change of Jurisdiction of Organization............... 50 Section 6.8. Approvals in Writing................................. 50 Section 6.9. Warranties of the Trust Company...................... 50
Amendments to Operative Documents. The Owner Manager and the OM Company each covenants severally and as to itself only that it will not, unless such action is expressly contemplated by the Operative Documents, or, with respect to the Owner Manager and the Owner Lessor, unless it is expressly directed by the Owner Participant in writing, (a) through its own action terminate any Operative Document to which it is a party, (b) amend, supplement, waive or modify (or consent to any such amendment, supplement, waiver or modification) any Operative Document (other than the Lessor LLC Agreement, amendments to and modifications of which are governed by SECTION 7.1 hereof) in any manner other than with respect to administrative or ministerial matters or (c) except as provided in SECTION 12.2 hereof, take any action to prepay, redeem or refund the Lessor Notes or amend any of the payment terms of the Lessor Notes without, in each case, the prior written consent of Xxxxx City except as provided in SECTION 7.1(C) and, in the case of clause (a) or (b), the Lease Indenture Trustee, the Security Agent and the Lender as long as the Lessor Notes are outstanding.
Amendments to Operative Documents. (a) From and after the Amendment Effective Date, the definition of “Consolidated EBITDAR” contained in Appendix A to the Participation Agreement shall be and is hereby amended in its entirety and restated as follows:
Amendments to Operative Documents. (a) From and after the Amendment Effective Date, the following definitions contained in Appendix A to the Participation Agreement shall be and are hereby amended in their entirety and restated as follows:
Amendments to Operative Documents. The Lessor and the Trust Company each covenants severally and as to itself only that it will not, unless such action is expressly permitted by the Operative Documents, (a) through its own action terminate any Operative Document to which it is a party, (b) amend, supplement, waive or modify (or consent to any such amendment, supplement, waiver or modification of) such Operative Documents in any manner or (c) except as provided in Section 11 hereof or Section 2.10 or Section 5.6 of the Indenture, take any action to prepay or refund the Notes or amend any of the payment terms of the Notes without, in each case, the prior written consent of the Lessee so long as no Material Default or Lease Event of Default shall have occurred and be continuing and, in the case of clause (a) or (b), the Indenture Trustee so long as the Lien of the Indenture has not been terminated or discharged.
