Consent of Franchisor Sample Clauses

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Consent of Franchisor. Buyer shall have obtained from the Franchisor of the Hotel consent to the transaction contemplated herein, the assignment and assumption of the Hilton License Agreement and the release of Sellers from any obligations thereunder on terms and conditions that are acceptable to Seller in their sole discretion.
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Consent of Franchisor. Purchaser shall be responsible for obtaining, at Purchaser’s sole cost and expense, (i) the consent of Franchisor to the assignment and assumption of the Existing Franchise Agreement to and by Purchaser or, in lieu thereof, at Franchisor’s option, the execution of a new franchise agreement between Franchisor and Purchaser in Franchisor’s then current form (the “Franchisor Consent”) and (ii) the release by Franchisor of Seller and its Affiliates from any liabilities or obligations arising under the Existing Franchise Agreement from and after the Closing Date (the “Franchisor Release”). Purchaser shall comply with all reasonable requirements of Franchisor in this regard, including but not limited to the prompt submission of any requested information concerning Purchaser and Purchaser’s Manager. If the Franchisor Consent and/or the Franchisor Release have not been obtained by Purchaser by the Closing Date, as the same may be extended for up to two weeks by Purchaser, as provided in the definition of “Closing Date,” either party may terminate this Agreement by giving written notice of termination to the other on the Closing Date. Upon receipt of such termination notice, (i) this Agreement shall be terminated, and the parties shall have no further obligations or recourse against each other (except for any provisions of this Agreement which are expressly stated to survive the termination of this Agreement, including, without limitation, the indemnification set forth in Section 10.07), and (ii) Seller shall direct the Title Company by written notice, with a copy to Purchaser, to return to Purchaser the ▇▇▇▇▇▇▇ Money, less the amount of any known damages payable to Seller pursuant to the indemnification set forth in Section 10.07 or as a result of any other defaults under this Agreement by Purchaser.
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Consent of Franchisor. The Franchisor of the Hotel shall have consented to the transaction contemplated herein on terms and conditions that are acceptable to Acquiror in its sole discretion.
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Consent of Franchisor. As to each Hotel, Seller, with any reasonably necessary out-of-pocket expenses being shared equally between the parties, shall use commercially reasonable efforts to work with the Property Owners to make all necessary applications for, and diligently pursue, the consent of each Franchisor to the transactions contemplated by this Agreement (each, a “Franchisor Consent”). Purchaser shall provide Seller with all information and materials as may be required by each Franchisor. Seller shall keep Purchaser informed of the status of such applications, and shall promptly respond to Purchaser’s inquiries regarding the status of the same.
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Related to Consent of Franchisor

  • Consent of Inbound Licensors Prior to entering into or becoming bound by any material inbound license or agreement, Borrower shall: (i) provide written notice to Bank of the material terms of such license or agreement with a description of its likely impact on Borrower’s business or financial condition; and (ii) in good faith use commercially reasonable efforts to obtain the consent of, or waiver by, any person whose consent or waiver is necessary for Borrower’s interest in such licenses or contract rights to be deemed Collateral and for Bank to have a security interest in it that might otherwise be restricted by the terms of the applicable license or agreement, whether now existing or entered into in the future, provided, however, that the failure to obtain any such consent or waiver shall not constitute a default under this Agreement.

  • Consent of Members Each Member hereby expressly consents and agrees that, whenever in this Agreement it is specified that an action may be taken upon the affirmative vote or consent of less than all of the Members, such action may be so taken upon the concurrence of less than all of the Members and each Member shall be bound by the results of such action.

  • Consent of Third Parties If any provision of this Agreement is dependent on the consent of any third party and such consent is withheld, the Parties hereto shall use their reasonable best efforts to implement the applicable provisions of this Agreement to the fullest extent practicable. If any provision of this Agreement cannot be implemented due to the failure of such third party to consent, the Parties hereto shall negotiate in good faith to implement the provision in a mutually satisfactory manner.

  • Consent of Landlord Tenant shall not assign this Lease, or sublet the Leased Premises, or any part thereof, without Landlord's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Tenant shall have the right to sublet up to fifty percent (50%) of the total rentable square feet contained within the Leased Premises without the necessity of obtaining Landlord's prior consent and without releasing the Tenant from liability under this Lease. Prior to any sublease or assignment, Tenant shall first notify Landlord in writing of its election to sublease all or a portion of the Leased Premises or to assign this Lease or any interest hereunder, and shall provide Landlord current financial information and other information requested by Landlord regarding the proposed assignee or subtenant. At any time within fifteen (15) days after service of said notice and delivery of such information, Landlord shall notify Tenant that it consents or refuses to consent to the sublease or assignment. Landlord shall not have the right to recapture any sublease or assignment space. Any denial of such sublease or assignment by Landlord as hereinabove provided must be predicated upon a "commercially reasonable basis" for such denial. Tenant shall retain any profits paid in connection with a sublease or assignment in excess of Tenant's Base Rent obligations hereunder, which profits shall be calculated after deducting all costs incurred by Tenant in connection with the space subject to the transfer, which shall include, but not be limited to, tenant improvements, leasing commissions and the time to sublease and remodel the Leased Premises. Any assignment or subletting shall not release Tenant of its liability under this Lease nor permit any subsequent assignment, subletting or other prohibited act, unless specifically provided in such consent. Within thirty (30) days of any assignment or subletting, Tenant shall provide to Landlord executed copies of all assignment or subleasing documents.

  • Consent of Partners Each Partner hereby expressly consents and agrees that, whenever in this Agreement it is specified that an action may be taken upon the affirmative vote or consent of less than all of the Partners, such action may be so taken upon the concurrence of less than all of the Partners and each Partner shall be bound by the results of such action.