Consent Fees Clause Samples
A Consent Fees clause establishes the requirement for one party to pay a fee to another party in exchange for obtaining their formal approval or consent to a specific action or change under the agreement. Typically, this clause applies when a party requests a waiver, amendment, or other modification that requires the other party's consent, such as changing payment terms or transferring obligations. By specifying the conditions and amount of the fee, the clause incentivizes careful consideration of consent requests and compensates the consenting party for administrative effort or potential risk, thereby streamlining the process and reducing disputes over consent-related matters.
POPULAR SAMPLE Copied 37 times
Consent Fees. In the event that Borrower intends to effectuate a transaction not permitted under this Agreement or under any of the other Loan Documents, in connection with obtaining the consent of Lender or, if a Secondary Market Transaction has occurred, any loan servicer, Borrower shall be required to pay to Lender or any such loan servicer a maximum fee of $10,000 plus any reasonable out-of-pocket costs and expenses of Lender or such loan servicer, as the case may be.
Consent Fees. The Administrative Agent shall have received, for the account of each Bank consenting to this Amendment, a consent fee equal to 0.10% of the aggregate principal amount of such Bank’s Commitment.
Consent Fees. The Company shall have paid all separately agreed consent fees to each Lender executing this Amendment.
Consent Fees. Neither the Issuer nor any Affiliate of the Issuer may, directly or indirectly, pay or cause to be paid any consideration, whether by way of interest, fee or otherwise, to any Holder for or as an inducement to any consent, waiver or amendment of any of the terms or provisions of the Indenture or the Notes, unless such consideration is offered to all Holders and is paid to all Holders that so consent, waive or agree to amend in the timeframe set forth in solicitation documents relating to such consent, waiver or agreement.
Consent Fees. (i) The Administrative Agent shall have received from the Borrower a consent fee payable in Dollars for the account of each Lender that has returned an executed signature page to this Amendment to the Administrative Agent at or prior to 5:00 p.m., New York City time on November 1, 2010 (the “Early Consent Deadline” and each such Lender, an “Early Consenting Lender”) equal to 0.10% of the sum of (x) the aggregate principal amount of Term Loans, if any, held by such Early Consenting Lender as of the Early Consent Deadline with respect to which a consent was delivered and (y) the aggregate amount of the Revolving Credit Commitment, if any, of such Early Consenting Lender as of the Early Consent Deadline with respect to which a consent was delivered.
(ii) The Administrative Agent shall have received from the Borrower a consent fee payable in Dollars for the account of each Lender that has not met the Early Consent Deadline but has returned an executed signature page to this Amendment to the Administrative Agent at or prior to 12:00 p.m., New York City time on November 5, 2010 (the “Later Consent Deadline” and each such Lender, a “Later Consenting Lender”) equal to 0.05% of the sum of (x) the aggregate principal amount of Term Loans, if any, held by such Later Consenting Lender as of the Later Consent Deadline with respect to which a consent was delivered and (y) the aggregate amount of the Revolving Credit Commitment, if any, of such Later Consenting Lender as of the Later Consent Deadline with respect to which a consent was delivered.
Consent Fees. (a) The Company shall pay or procure payment of the Early Bird Consent Fee to:
(i) each Original Consenting Noteholder; and
(ii) any Noteholder which has become a Consenting Noteholder in accordance with Clause 5.1 (Additional Consenting Noteholders) or Clause 6 (Transfers) on or prior to the Early Bird Consent Fee Deadline, within five (5) Business Days of the Transaction Effective Date in full and in cash, free and clear of all withholding taxes.
(b) The Company shall pay or procure payment of the Consent Fee to:
(i) each Original Consenting Noteholder; and
(ii) any Noteholder which has become a Consenting Noteholder in accordance with Clause 5.1 (Additional Consenting Noteholders) or Clause 6 (Transfers) on or prior to the Consent Fee Deadline, within five (5) Business Days of the Transaction Effective Date in full and in cash, free and clear of all withholding taxes.
(c) The Information Agent, in consultation with the Company and the Ad Hoc Group Advisers, shall calculate the amounts to be paid to each eligible Consenting Noteholder under this Clause 4.1 on the basis of the most recent Confidential Annexures and/or Transfer Certificates provided by the Consenting Noteholders and dated at least five (5) Business Days prior to the Transaction Effective Date.
(d) The Information Agent shall notify each eligible Consenting Noteholder of its pro- rata share of the Early Bird Consent Fee and/or Consent Fee at least three (3) Business Days in advance of the anticipated Transaction Effective Date (the “Consent Fee Notification Date”).
(e) Unless otherwise agreed between the Consenting Noteholder and the Company, payment of the Consent Fee and the Early Bird Consent Fee will be made in EUR for Locked-Up Notes Debt denominated in EUR and USD for Locked-Up Notes Debt denominated in USD, with EUR converted to USD at the spot rate of exchange per C of the definitions of “Consent Fee” and “Early Bird Consent Fee”, respectively.
(f) All payments of the Early Bird Consent Fee and the Consent Fee shall be paid to the Clearing System Account(s) detailed in the most recent Confidential Annexure supplied to the Information Agent at least five (5) Business Days prior to the Transaction Effective Date, provided that:
(i) if a Consenting Noteholder has listed multiple Clearing System Accounts, all Early Bird Consent Fees and Consent Fees shall be paid to each Clearing System Account in the proportion that the Locked-Up Notes Debt associated with each such Clearing System Acc...
Consent Fees. The Revolving Borrower agrees to pay, or cause to be paid, to the Administrative Agent, for the account of each Consenting Lender, a consent fee equal to 0.025% of the sum of (i) the aggregate amount of the Revolving Credit Exposure of such Lender and (ii) the aggregate amount of unused Commitments of such Lender under the Credit Agreement (the “Consent Fees”).
Consent Fees not make any payments or incur any Liability or obligation for the purpose of obtaining any consent from any Person to the Merger (excluding, for the avoidance of doubt, any Company Transaction Expenses incurred in connection with obtaining any such consent), other than (i) filing fees paid to Governmental Agencies in connection with the Merger and (ii) payments not in excess of $50,000 in the aggregate;
Consent Fees. Each Lender party to this Amendment shall receive, not later than one Business Day after the Effective Date, a fee equal to 0.50% of the aggregate principal amount of the Loans and/or Commitments (as the case may be) held by it as of the Effective Date.
Consent Fees. Borrower agrees to pay to Administrative Agent on the Sixth Amendment Effective Date for the account of each Lender that has returned an executed counterpart signature page to this Amendment (whether by physical delivery or electronic transmission) to Administrative Agent by or before 5:00 pm Central Time on March 24, 2015, a one-time consent fee in an amount of ten (10) basis points times the amount of such Lender’s then-effective Commitment.