Extension or Amendment of Contracts. The Servicer will not, except as otherwise permitted in [Section 7.03(c)(i)], extend, amend or otherwise modify the terms of any Contract.
Extension Amendment. Extended Revolving Credit Commitments and New Revolving Credit Commitments shall be established pursuant to an amendment (each, an “Extension Amendment”) to this Agreement among the , the [[Administrative Agent:Organization]] and each Extending Revolving Credit Lender and each New Revolving Commitment Lender, if any, providing an Extended Revolving Credit Commitment or a New Revolving Credit Commitment, as applicable, thereunder, which shall be consistent with the provisions set forth in Sections 2.17(a, (b)) and # above (but which shall not require the consent of any other Lender). The effectiveness of any Extension Amendment shall be subject to the satisfaction on the date thereof of each of the conditions set forth in [Sections 4.2(a) and (b)])] and, to the extent reasonably requested by the [[Administrative Agent:Organization]], receipt by the [[Administrative Agent:Organization]] of # legal opinions, board resolutions and officers’ certificates consistent with those delivered on the Effective Date other than changes to such legal opinion resulting from a Change in Law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the [[Administrative Agent:Organization]] and # reaffirmation agreements and/or such amendments to the Collateral Documents as may be reasonably requested by the Collateral Agent in order to ensure that the Extended Revolving Credit Commitments or the New Revolving Credit Commitments, as the case may be, are provided with the benefit of the applicable Loan Documents. The [[Administrative Agent:Organization]] shall promptly notify each Lender as to the effectiveness of each Extension Amendment. Each of the parties hereto hereby agrees that this Agreement and the other Loan Documents may be amended pursuant to an Extension Amendment, without the consent of any other Lenders, to the extent (but only to the extent) necessary to # reflect the existence and terms of the Extended Revolving Credit Commitments or the New Revolving Credit Commitments, as the case may be, incurred pursuant thereto, # make such other changes to this Agreement and the other Loan Documents (without the consent of the Requisite Lenders) and # effect such other amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the [[Administrative Agent:Organization]] and the , to effect the provisions of this Section, and the Requisite Lenders hereby expressly authorize the [[Administrative Agent:Organization]] to enter into any such Extension Amendment.
Extension Amendment. Extended Term Loans shall be established pursuant to an amendment (each, an “Extension Amendment”) to this Agreement among the Borrower, the Administrative Agent and each Extending Term Lender providing an Extended Term Loan thereunder, which shall be consistent with the provisions set forth in [Section 2.14(a)] above (but which shall not require the consent of any other Lender). The effectiveness of any Extension Amendment shall be subject to the satisfaction on the date thereof of each of the conditions set forth in [Section 4.02] and, to the extent reasonably requested by the Administrative Agent or the Required Lenders, receipt by the Administrative Agent of # legal opinions, board resolutions and officers’ certificates consistent with those delivered on the Closing Date, other than changes to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent and the Required Lenders, and # reaffirmation agreements and/or such amendments to the Collateral Documents as may be reasonably requested by the Administrative Agent or the Required Lenders in order to ensure that the Extended Term Loans are provided with the benefit of the applicable Loan Documents. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Extension Amendment. Each of the parties hereto hereby agrees that this Agreement and the other Loan Documents may be amended pursuant to an Extension Amendment, without the consent of any other Lenders, to the extent (but only to the extent) necessary to # reflect the existence and terms of the Extended Term Loans incurred pursuant thereto, # modify the scheduled repayments set forth in Section 2.07 with respect to any Existing Term Loan Tranche subject to an Extension Election to reflect a reduction in the principal amount of the Term Loans thereunder in an amount equal to the aggregate principal amount of the Extended Term Loans amended pursuant to the applicable Extension (with such amount to be applied ratably to reduce scheduled repayments of such Term Loans required pursuant to Section 2.07), # modify the prepayments set forth in Section 2.05 to reflect the existence of the Extended Term Loans and the application of prepayments with respect thereto, # make such other changes to this Agreement and the other Loan Documents consistent with the provisions and intent of the second paragraph of [Section 10.01] (without the consent of the Required Lenders called for therein) and # effect such other amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, the Required Lenders and the Borrower, to effect the provisions of this [Section 2.14], and the Required Lenders hereby expressly authorize the Administrative Agent to enter into any such Extension Amendment.
Amendment of Certain Contracts. Amend, modify, or supplement any agreement governing any unsecured Indebtedness of either Borrower or any Restricted Subsidiary or any Indebtedness of either Borrower or any Restricted Subsidiary that is subordinated in right of payment or that is secured by Liens that are junior to the Liens of the Collateral Documents (collectively “Junior Debt”) that, in any such case, is in an aggregate principal amount greater than the Threshold Amount, in a manner materially adverse to the interests of the Administrative Agent or the Lenders.
Extension Amendment; Conflicting Provisions. In connection with any extension of the Maturity Date pursuant to this [Section 2.14(g)], [[Released U.K. Borrowers:Organization]], the Agents and each Extending Lender, without the consent of any other party to this Agreement, may make such amendments to this Agreement as the Agents determine to be reasonably necessary to evidence such extension. This Section 2.14 shall supersede any provisions in this Agreement to the contrary.
Additional Credit Extension Amendment. The Incremental Facilities shall be documented by an Additional Credit Extension Amendment executed by the Persons providing the Incremental Facilities (and the other Persons specified in the definition of Additional Credit Extension Amendment but no other existing Lender), and the Additional Credit Extension Amendment may provide for such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and the Company, to effect the provisions of this [Section 2.17].
Contracts. Unless otherwise expressly provided herein, references to agreements and other contractual instruments shall be deemed to include all subsequent amendments and other modifications thereto, but only to the extent such amendments and other modifications are not prohibited by the terms of any Loan Document.
Employment Contracts. Seller warrants that at Closing the Company will have no outstanding employment obligation of any kind.
IP Contracts. [Schedule 2.19(c)] of the Company Schedules lists each Company Contract # under which the Company or any of its Subsidiaries uses or licenses Intellectual Property Rights that any third-party owns, other than off-the-shelf software (the “Inbound IP Contracts”) and # under which the Company or any Subsidiary has granted to any Person any right or interest in any Company Intellectual Property, including settlement agreements and covenants not to sue (the “Outbound IP Contracts”, and together with the Inbound IP Contracts, the “IP Contracts”). Except as set forth in [Schedule 2.19(c)] of the Company Schedules, neither the Company nor any Subsidiary is (and with the passage of time, the giving of notice or both, will be) required or
Material Contracts. Set forth on [Schedule 4.17] (as such Schedule may be updated from time to time in accordance herewith) is a reasonably detailed description of the Material Contracts of each Loan Party as of the most recent date on which Borrowers provided their Compliance Certificate pursuant to Section 5.1; provided, that, any Borrower may amend [Schedule 4.17] to add additional Material Contracts so long as such amendment occurs by written notice to Agent on the date that such Borrower provides its Compliance Certificate. Except for matters which, either individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Change, each Material Contract (other than those that have expired at the end of their normal terms) # is in full force and effect and is binding upon and enforceable against the applicable Loan Party and, to Borrowers’ knowledge, after due inquiry, each other Person that is a party thereto in accordance with its terms, # has not been otherwise amended or modified (other than amendments or modifications permitted by Section 6.7(b)), and # is not in default due to the action or inaction of the applicable Loan Party.
Material Contracts. Contemporaneously with the delivery of each Compliance Certificate pursuant to Section 5.1, provide Agent with copies of # each Material Contract entered into since the delivery of the previous Compliance Certificate, and # each material amendment or modification of any Material Contract entered into since the delivery of the previous Compliance Certificate.
Shared Contracts. With respect to the Shared Contracts, the Purchaser and the Seller shall, for a period of up to following the Closing, cooperate to provide the Purchaser with the benefits under the Business Portion of each such Shared Contract (including, if possible, by means of amending such Shared Contract or entering into any licensing, operating, subcontracting, sublicensing, subleasing or
Construction Contracts. Tenant shall furnish Landlord with true and correct copies of all construction contracts between or among Tenant, Tenants Contractor and all Major Subcontractors relating to the Tenant Improvements. All such contracts shall expressly provide that # the work to be performed thereunder shall be subject to the terms and conditions of this Agreement, including, without limitation, that such work shall comply with the Construction Rules and Regulations attached hereto as [Schedule 3], as may be amended and updated from time to time (Construction Rules and Regulations), # Tenants Contractor shall provide notices to Landlord of any default under the construction contract simultaneously with delivery of such notices to Tenant, and # the Tenants Contractor shall warrant for a period of at least one (1) year that the Tenant Improvements will be constructed in accordance with the Approved TI Construction Drawings and Plan Modifications and free from defects in workmanship and materials (such warranty shall include, without additional charge, the repair of any portion of the Building that may be damaged as a result of the removal or replacement of the defective Tenant Improvements), and that said warranty is enforceable by Landlord. Landlords review of
Annuity Contracts. All annuity Contracts under this Plan shall be non-transferable when distributed. Furthermore, the terms of any annuity Contract purchased and distributed to a Participant or Spouse shall comply with all of the requirements of this Plan.
SECTION # Conduct of Business.
No Extension or Amendment of Receivables. Except as otherwise permitted in [Section 7.2], neither the SPV nor the Master Servicer shall extend, amend or otherwise modify the terms of any Receivable, or amend, modify or waive any term or condition of any Contract related thereto.
Guarantees in respect of the extension of guaranties in the ordinary course of business to insureds of the obligations of insurers under insurance contracts and reinsurance contracts;
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