Consent to Certain Amendments Sample Clauses

The 'Consent to Certain Amendments' clause establishes that specific changes to an agreement require the explicit approval of designated parties. In practice, this means that not all amendments can be made unilaterally; for example, modifications to key terms such as payment schedules or obligations may need written consent from both parties or a particular stakeholder. This clause ensures that significant alterations to the contract cannot be imposed without mutual agreement, thereby protecting the interests of all involved and maintaining contractual stability.
Consent to Certain Amendments. The Employee agrees that the Company may amend this Agreement to the minimum extent necessary to satisfy the applicable provisions of Code Section 409A and the Treasury Regulations or other guidance issued thereunder. The Company cannot guarantee that the payments and benefits that may be paid or provided pursuant to this Agreement will satisfy all applicable provisions of Code Section 409A.
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Consent to Certain Amendments. Each Series 2010-6 Noteholder, by executing this Supplement, hereby agrees and consents to (i) the execution by ABRCF of a Supplemental Indenture to the Base Indenture substantially in the form of Exhibit J hereto, (ii) the execution of an amendment to the Master Exchange Agreement substantially in the form of Exhibit K hereto, (iii) the execution of an amendment to the AESOP I Operating Lease in the form of Exhibit L hereto, (iv) the execution of an amendment to the Finance Lease in the form of Exhibit M hereto, (v) the execution of an amendment to the AESOP I Operating Lease Loan Agreement in the form of Exhibit N hereto, (vi) the execution of an amendment to the AESOP I Finance Lease Loan Agreement in the form of Exhibit O hereto, (vii) the execution of an amendment to the Escrow Agreement in the form of Exhibit Q hereto, (viii) the execution of an amendment to the Administration Agreement in the form of Exhibit R hereto and (ix) the execution of an amendment to the AESOP II Operating Lease substantially in the form of Exhibit S hereto. Such agreement and consent will apply to each proposed amendment set forth in Exhibits J, K, L, M, N, O, Q, R and S individually, and the failure to adopt any of the amendments set forth therein will not revoke the agreement and consent with respect to any other amendment.
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Consent to Certain Amendments. (a) By signing this letter, you hereby irrevocably (i) authorize the Compensation and Management Development Committee (the “Compensation Committee”) and the Board and their respective delegates, and any of them, on or before December 31, 2008 or such later date(s), if any, to which the December 31, 2008 documentary compliance deadline referred to in paragraph .01 of section 3 of IRS Notice 2006-79 as modified by section 3.01(B)(1) of IRS Notice Dated as of May 30, 2008 ▇▇. ▇▇▇▇▇▇▇ ▇. Denninger 2007-86 is hereafter extended (the “409A Documentary Compliance Date”), to amend this letter and any “Prior Non-Grandfathered Compensation Arrangement” as defined in paragraph 23(b) below, in any respect that the Compensation Committee, the Board or their respective delegates determine to be necessary, advisable or expedient to plan for, respond to, comply with or reflect Section 409A, and (ii) consent in advance to any and all such amendments of this letter and any Prior Non-Grandfathered Compensation Arrangement that the Compensation Committee, the Board or their respective delegates may adopt on or before the 409A Documentary Compliance Date, and (iii) agree that your consent to any such amendments of this letter or any Prior Non-Grandfathered Compensation Arrangement shall be as effective as if such amendments were fully set forth herein, and (iv) waive any right you may have to consent to the amendment in question if for any reason your consent to any of the aforementioned amendments is not legally effective, and (v) recognize and agree that the Company does not represent, warrant or guarantee that any amendment of this letter or any Prior Non-Grandfathered Compensation Arrangement that is adopted pursuant to this paragraph 23(a) will have its intended tax effect or will enable compensation to be exempt from or comply with Section 409A, and that the Company does not make any other representation, warranty or guaranty to you as to the tax consequences of any such amendment. (b) For purposes of paragraph 23(a) above, a “Prior Non-Grandfathered Compensation Arrangement” means any compensation arrangement between the Company and you that was entered into effective on or before May 30, 2008 (whether or not paid in full before that date) except to the extent that the compensation payable (or paid) under such arrangement is “grandfathered” from Section 409A (i.e., is compensation to which Section 409A does not apply, according to Treasury Regulation section 1.409A-6 o...
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Consent to Certain Amendments. Each Series 2010-6 Noteholder, by executing this Supplement, hereby agrees and consents to (i) the execution by ABRCF of a Supplemental Indenture to the Base Indenture substantially in the form of Exhibit J hereto, (ii) the execution of an amendment to the Master Exchange Agreement substantially in the form of Exhibit K hereto, (iii) the execution of an amendment to the AESOP I Operating Lease in the form of Exhibit L hereto, (iv) the execution of an amendment to the Finance Lease in the form of Exhibit M hereto, (v) the execution of an amendment to the AESOP I Operating Lease Loan Agreement in the form of Exhibit N hereto and (vi) the execution of an amendment to the AESOP I Finance Lease Loan Agreement in the form of Exhibit O hereto. Such agreement and consent will apply to each proposed amendment set forth in Exhibits J, K, L, M, N and O individually, and the failure to adopt any of the amendments set forth therein will not revoke the agreement and consent with respect to any other amendment.
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Consent to Certain Amendments. The undersigned Senior Manager acknowledges and agrees that it has had the opportunity to review (i) the Shareholders Agreement, (ii) the Exchange Agreement and (iii) the Holdings LPA, in each case as adopted or to be adopted on or about the date hereof. The undersigned Senior Manager acknowledges and agrees, in accordance with the applicable provisions of each of the foregoing agreements, to the amendments to the foregoing agreements on or about the date hereof given effect by the execution and delivery thereof.
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Consent to Certain Amendments. Each Second Lien Secured Party hereby consents to, and authorizes and directs its applicable Representative and the Collateral Agent (including in its capacity as Second Lien Representative (as defined in the Intercreditor Agreement)) to enter into, such amendments, supplements or other modifications to the Intercreditor Agreement, this Agreement and the other Second Lien Collateral Documents as are contemplated by the last paragraph of Section 4(f) of the Second Lien Security Agreement, solely for the purpose of enabling the Company to comply with its obligations under such Section 4(f). For avoidance of doubt, the foregoing consents, authorizations and directions shall not be applicable to any amendment, supplement or other modification that would materially and adversely affect any Second Lien Obligations.
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Consent to Certain Amendments. Each Series 2010-6 Noteholder, by executing this Supplement, hereby agrees and consents to (i) the execution by ABRCF of a Supplemental Indenture to the Base Indenture substantially in the form of Exhibit J hereto, (ii) the execution of an amendment to the Master Exchange Agreement substantially in the form of Exhibit K hereto, (iii) the execution of an amendment to the AESOP I Operating Lease in the form of Exhibit L hereto, (iv) the execution of an amendment to the Finance Lease in the form of Exhibit M hereto,
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Consent to Certain Amendments. The Employee agrees that the Company or BPI may amend this Agreement to the minimum extent necessary to satisfy the applicable provisions of Code Section 409A and the Treasury Regulations or other guidance issued thereunder. The Company and BPI cannot guarantee that the payments and benefits that may be paid or provided pursuant to this Agreement will satisfy all applicable provisions of Code Section 409A.
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Consent to Certain Amendments of the Ground Lease; Trustee's Actions. To the extent required under the Ground Lease, the Trustee, on behalf of the Holders, hereby waive its right to consent or shall be authorized to waive its consent, as the case may be, to any future amendment, modification or change of such Ground Lease, and any and all other leases now or hereafter subject to the Mortgages, provided, that: (a) such amendment, modification or change would not (i) have a material adverse effect on the Collateral, (ii) have a material adverse effect on the rights of the Holders or the Collateral Agent under the Ground Lease or such other lease, as the case may be; or (iii) materially increase the payment obligations under the Ground Lease, or such other lease, as the case may be; and (b) contemporaneously with the execution of such amendment, modification or change, the Collateral Agent shall receive, at no cost to the Holders or the Collateral Agent, an endorsement to the mortgagee's title insurance policy insuring the Mortgages, assuring (i) that such amendment does not impair or invalidate the lien of the Mortgages and (ii) that such amendment does not affect the coverage afforded by the above-referenced title insurance policy. Except as set forth above, the Trustee may request the consent and approval of the Holders as a condition to giving any consent or approval under the Ground Lease, or any other lease or the Casino Operating Contract and shall have no responsibility or liability for failing to give any such consent or approval absent direction from the Holders.
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Related to Consent to Certain Amendments

  • Amendments to Certain Agreements The Company shall not amend, modify or otherwise change the Insider Letter and the Trust Agreement without the prior written consent of the Representative, which such consent shall not be unreasonably delayed, conditioned or withheld by the Representative. The Trust Agreement shall provide that the trustee is required to obtain a joint written instruction signed by both the Company and the Representative with respect to the transfer of the funds held in the Trust Account from the Trust Account, prior to commencing any liquidation of the assets of the Trust Account in connection with the consummation of any Business Combination, and such provision of the Trust Agreement shall not be permitted to be amended without the prior written consent of the Representative.

  • Certain Amendments Nothing herein shall be construed to prevent the Company from amending, altering, eliminating or reducing any plans, benefits or programs so long as the Executive continues to receive compensation and benefits consistent with Sections 3 through 6.

  • Amendments to Certain Documents Holdings and the Borrower shall not, and shall not permit any of its Restricted Subsidiaries to amend, modify or change in any manner that is materially adverse to the interests of (i) the Obligors or the Lenders any term or condition of (A) the Shared Services Agreement, the Tax Receivable Agreement or any documentation governing Junior Debt or (B) the Lenders any term or condition of any Charter Document of Holdings, the Borrower or any Subsidiary that is a Guarantor (it being understood and agreed that, in the case of each of clauses (A) and (B), any amendment, modification or change to any such documentation that has the effect of (x) increasing the amount, rate or frequency of any payment, reimbursement, repurchase, dividend or distribution payable thereunder, (y) changing any right of redemption, retirement or put option set forth therein or (z) changing the terms of Section 4.6(b)(ii)(B) or (C) of the Holdings LLC Agreement (including, for the avoidance of doubt, in the case of each of clauses (x), (y) and (z), any Distribution resulting therefrom), shall, in each case, be deemed to be materially adverse to the interests of the Lenders); provided that, in the case of any Charter Document of Holdings (other than with respect to clause (z) above), such amendment, modification or change shall be permitted to the extent that Holdings and its Restricted Subsidiaries shall not be required to take any action, or otherwise be required to make any payment, reimbursement, repurchase, dividend or distribution or exercise any redemption, retirement or put option, based on such amendment, modification or change that would not be prohibited under this Agreement (including, for the avoidance of doubt, any amendment to the Charter Document for Holdings contemplated by the IPO Transactions) (notwithstanding any other provisions set forth herein, it being understood and agreed that any amendments, modifications, restatements or supplements to the Holdings LLC Agreement occurring after the date hereof in accordance with the provisions set forth in the definition of Holdings LLC Agreement set forth herein shall not be prohibited by this Agreement).

  • Waivers, Amendments, etc The Secured Party's delay or failure at any time or times hereafter to require strict performance by Company of any undertakings, agreements or covenants shall not waiver, affect, or diminish any right of the Secured Party under this Agreement to demand strict compliance and performance herewith. Any waiver by the Secured Party of any Event of Default shall not waive or affect any other Event of Default, whether such Event of Default is prior or subsequent thereto and whether of the same or a different type. None of the undertakings, agreements and covenants of the Company contained in this Agreement, and no Event of Default, shall be deemed to have been waived by the Secured Party, nor may this Agreement be amended, changed or modified, unless such waiver, amendment, change or modification is evidenced by an instrument in writing specifying such waiver, amendment, change or modification and signed by the Secured Party.

  • Restriction of Amendments to Certain Documents Not amend or otherwise modify, or waive any rights under, any Subordinated Debt Documents to the extent such amendment, modification or waiver would be materially adverse to the Lenders.