Noteholder Consent Sample Clauses

Noteholder Consent. In its capacity as Note Registrar, the Indenture Trustee confirms that the Note Register reflects Barclays Bank PLC as the sole Noteholder of all Notes currently Outstanding under the Indenture Supplement. Such Noteholder’s consent to the terms of this Amendment is evidenced by its signature hereto.

Noteholder Consent. For any amendment to this Agreement or any other Transaction Document requiring the consent of the Noteholders, the Owner Trustee will notify the Indenture Trustee to request consent from the Noteholders and follow its reasonable procedures to obtain consent.

Noteholder Consent. For any amendment to this Agreement (or Appendix A) requiring the consent of any Noteholders, the Indenture Trustee will, when directed by Issuer Order, notify the Noteholders to request consent and follow its reasonable procedures to obtain consent. It shall not be necessary for the consent of the Noteholders to approve the particular form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. For the avoidance of doubt, any Noteholder consenting to any amendment shall be deemed to agree that such amendment does not have a material adverse effect on such Noteholder.

Noteholder Consent. The Purchaser hereby confirms that (i) it is the sole Noteholder of all Outstanding Notes with respect to the Series 2013-VF3 Notes with the right to instruct the Indenture Trustee, (ii) it is authorized to deliver this Amendment, such power has not been granted or assigned to any other person and the Indenture Trustee may rely upon such certification, (iii) it acknowledges and agrees that the amendments effected by this Amendment shall become effective on the Amendment Effective Date and (iv) its consent to this Amendment shall constitute an “Act” by it as described in Section 1.5 of the Base Indenture.

Noteholder Consent. By causing a duly authorized officer or representative to sign the signature page hereto on its behalf, the Noteholder consents to the Assignment and Assumption and to the amendments to the Note Agreement and the other agreements, terms and conditions set forth in this Agreement and the transactions contemplated hereby.

Noteholder Consent. In the event Seller commences the Exchange Offer with respect to the Senior Secured Notes or otherwise seeks to amend or restructure the Senior Secured Notes, including any consent solicitation (the “Notes Restructuring”), then Seller shall condition the consummation of the Exchange Offer or any Notes Restructuring on obtaining the Noteholder Consent and shall not waive such condition without the consent of the Purchaser, not to be unreasonably withheld. If the Seller obtains the Noteholder Consent, then the Purchaser shall agree to release the Indemnity Escrow Amount as set forth in Section 9.07(b).

Noteholder Consent. The Borrowers shall have obtained and delivered to Agent any necessary consents of the Senior Noteholders required under the Senior Note Indenture, the Intercreditor Agreement or related instruments and documents or the Intercreditor Agreement.

Noteholder Consent. The Company shall use its best efforts to cause each holder of the outstanding 5% Senior Convertible Notes to execute and deliver a Waiver and Consent and Amendment to Note Agreement (a “Noteholder Agreement”), substantially in the form attached hereto as Exhibit J. Pursuant to the Noteholder Agreements: (i) the Company shall redeem up to 50% of the outstanding principal amount of such holder’s 5% Senior Convertible Notes for an amount equal to 102.5% of such redeemed principal amount, plus any accrued but unpaid interest thereon; (ii) such holder shall agree to extend the maturity of its remaining 5% Senior Convertible Notes to the date that is three years from the Issuance Date (as defined in the Notes); and (iii) such holder will be granted warrants to purchase the number of shares of Common Stock opposite such holder’s name on Schedule 4(u), which warrants shall be in form and substance satisfactory to each Purchaser.

Noteholder Consent. Each of the Purchasers who is a holder of the Company’s 10.0% Senior Secured Convertible Notes Due November 22, 2027 (the “Notes”), in their capacity as a holder of the Notes, hereby represent that such Purchasers, as of the date hereof, hold the Principal amount of Notes stated on the signature page hereto, which such amount may be applied towards a 70% super-majority in interest of the Notes, and, in such capacity, hereby consents to entering into the Transaction Documents and the performance of the transactions contemplated by the Transaction Documents, including the sale and issuance of the Initial Shares and the Subsequent Shares and the issuance of any Conversion Shares in accordance with the terms of the Transaction Documents and hereby agrees that the Transaction Documents and the transactions contemplated thereunder do not constitute a violation or breach of any of the covenants under Section 14 of the Notes. In addition, each of the Purchasers who is a holder of the Notes, in such capacity, hereby consents to the Strategic Transaction and agrees that the Strategic Transaction does not constitute a violation or breach of any of the covenants under Section 14 of the Notes and hereby waive any right to enforce the terms of the Notes with respect to the Strategic Transaction. Furthermore, the Purchasers who are holders of the Notes acknowledge that, for purposes of Section 4(a)(xi) of the Notes, they have received adequate written notice from the Company of the Transaction Documents, the transactions contemplated thereunder and the Strategic Transaction.