Amendments and Assignment; Approvals Clause Samples

Amendments and Assignment; Approvals. Except with respect to any changes which do not materially adversely affect the rights of Holders of the Partnership Preferred Securities (in which case no consent of Holders will be required), this Partnership Guarantee may only be amended with the prior approval of the Holders of not less than a Majority in liquidation preference of the Partnership Preferred Securities; provided, however, that so long as the Property Trustee of the Trust is the Holder of the Partnership Preferred Securities, such amendment will not be effective without the prior approval of the holders of a Majority in liquidation amount of the Trust Preferred Securities. The provisions of Section 14.3 of the Agreement of Limited Partnership with respect to meetings and written consents of Holders of the Partnership Preferred Securities, and the provisions of Section 13.2 of the Trust Agreement with respect to meetings and written consents of holders of the Trust Preferred Securities, respectively, apply to the giving of such approval. The Guarantor may not assign its rights or delegate its obligations under this Partnership Guarantee without the prior approval of the Holders of at least a Majority in liquidation preference of the Partnership Preferred Securities.

Related to Amendments and Assignment; Approvals

  • Licenses and Assignments Except as otherwise permitted by the Secured Debt Agreements, each Assignor hereby agrees not to divest itself of any right under any Patent or Copyright absent prior written approval of the Collateral Agent.

  • Amendments; Assignments A. Except as provided to the contrary herein, this Agreement may not be amended or modified in any manner except by a written agreement executed by both parties with the formality of this Agreement. B. This Agreement shall extend to and shall be binding upon the parties hereto, and their respective successors and assigns. This Agreement shall not be assignable by either party without the written consent of the other party, except that UMBFS may assign this Agreement to an affiliate with advance written notice to the Trust and except as provided in Section 2.02.

  • Amendment and Assignment Neither party may cause this Agreement to be amended, assigned, assumed, sold or otherwise transferred without the prior written consent of the other party. However, the City hereby gives its permission that the Company’s rights to receive the Payments hereunder may be assigned by the Company to a private lender, as security on a credit facility taken with respect to the Project, without further action on the part of the City.

  • Transfer, Amendment and Assignment No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each of Standard & Poor's Ratings Service, a division of The ▇▇▇▇▇▇-▇▇▇▇ Companies, Inc ("S&P") and ▇▇▇▇▇'▇ Investors Service, Inc. ("MOODY'S"), has been provided notice of the same and confirms in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current ratings on the Certificates issued under the Pooling and Servicing Agreement (the "CERTIFICATES").

  • Amendment and Assignment of Agreement This Agreement may not be amended or assigned without the affirmative vote of a majority of the outstanding voting securities of the Fund, and this Agreement shall automatically and immediately terminate in the event of its assignment.