Common use of Consent in Contemplation of Transfer Clause in Contracts

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 31 contracts

Samples: Master Note Purchase Agreement (BlackRock Capital Investment Corp), Subsidiary Guaranty Agreement (Bruker Corp), Master Note Purchase Agreement (North Haven Private Income Fund LLC)

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Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 12 contracts

Samples: Note Purchase Agreement (Oncor Electric Delivery Co LLC), Note Purchase Agreement (Public Service Co of New Mexico), Note Purchase Agreement (Oncor Electric Delivery Co LLC)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note Bond that has transferred or has agreed to transfer its Note Bond to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes Bonds that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder. Section 17.3.

Appears in 8 contracts

Samples: Purchase Agreement (Atlantic City Electric Co), Purchase Agreement (Delmarva Power & Light Co /De/), Purchase Agreement (Potomac Electric Power Co)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its AffiliatesAffiliates (either pursuant to a waiver under Section 17.1(c) or subsequent to Section 8.5 having been amended pursuant to Section 17.1(c)), in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 8 contracts

Samples: Note Purchase Agreement (Kirby Corp), Note Purchase Agreement (Toro Co), Subsidiary Guaranty Agreement (Paychex Inc)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note Bond that has transferred or has agreed to transfer its Note Bond to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes Bonds that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 7 contracts

Samples: Bond Purchase Agreement (Centerpoint Energy Inc), Bond Purchase Agreement (Centerpoint Energy Inc), Bond Purchase Agreement (Nevada Power Co)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty Guarantee Agreement by a holder of a Note that has transferred or has agreed to transfer its Note (or otherwise in contemplation of a repurchase or prepayment of its Note) to (i) the Company, (ii) any Subsidiary or any other Affiliate of the Company or (iii) any other Person in connection with, or in anticipation of, such other Person acquiringan acquisition of, making a tender offer for for, or merging merger with the Company and/or any of its Affiliates, in each case in connection with such consent, consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 6 contracts

Samples: Subsidiary Guarantee Agreement (Idexx Laboratories Inc /De), Subsidiary Guarantee Agreement (Idexx Laboratories Inc /De), Subsidiary Guarantee Agreement (Idexx Laboratories Inc /De)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Note Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the CompanyParent, (ii) the Issuer, (iii) any Subsidiary or any other Affiliate or (iiiiv) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company Issuer and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 6 contracts

Samples: Note Purchase Agreement (CoreSite Realty Corp), Note Purchase Agreement (CoreSite Realty Corp), Note Purchase Agreement (CoreSite Realty Corp)

Consent in Contemplation of Transfer. Any consent given made pursuant to this Section 17 or any Subsidiary Guaranty 14 by a holder of a Note Bonds that has transferred or has agreed to transfer its Note Bonds to (i) the Company, (ii) any Subsidiary or any other Affiliate Affiliate, or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with and has provided or has agreed to provide such consent, written consent as a condition to such transfer shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes Bonds that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 6 contracts

Samples: Essential Utilities, Inc., Essential Utilities, Inc., Essential Utilities, Inc.

Consent in Contemplation of Transfer. Any consent given made pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred a portion or has agreed to transfer all or a portion of its Note Notes to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its AffiliatesAffiliates and, in each case in connection with case, has provided or has agreed to provide such consent, written consent as a condition to such transfer shall be void and of no force or and effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 6 contracts

Samples: Supplemental Indenture (New Jersey Resources Corp), Supplemental Indenture (New Jersey Resources Corp), Note Purchase Agreement (New Jersey Resources Corp)

Consent in Contemplation of Transfer. Any consent given made pursuant to this Section 17 or any Subsidiary Guaranty by a the holder of a any Note that has transferred or has agreed to transfer its such Note to (i) the Parent Guarantor, the Company, (ii) any Subsidiary Subsidiary, any Affiliate of the Parent Guarantor or any other Affiliate the Company or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company an Obligor and/or any of its Affiliates, in each case in connection with such consentconsent as a condition to such transfer, shall be void and of no force or effect except solely as to such holderholder with respect to such Note, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holdertransferring holder with respect to such Note.

Appears in 5 contracts

Samples: Note Purchase Agreement (Agree Realty Corp), Note Purchase Agreement (Agree Realty Corp), Note Purchase Agreement (Agree Realty Corp)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 18 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i1) the CompanyIssuer, (ii2) the General Partner, (3) any Subsidiary or any other Affiliate of the Issuer or the General Partner or (iii4) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company Issuer, the General Partner and/or any of its Affiliates, their Affiliates in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 4 contracts

Samples: Note and Guaranty Agreement (First Industrial Lp), Note and Guaranty Agreement (First Industrial Lp), Note and Guaranty Agreement (First Industrial Lp)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty 12 by a holder of a Note Holder that has transferred or has agreed to transfer its Note Bond to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holderHolder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes Holders that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holderHolder.

Appears in 3 contracts

Samples: Agreement (CMS Energy Corp), Bond Purchase Agreement (Consumers Energy Co), Bond Purchase Agreement (Consumers Energy Co)

Consent in Contemplation of Transfer. Any consent given made pursuant to this Section 17 or any Subsidiary Guaranty 14 by a holder of a Note Bonds that has transferred or has agreed to transfer its Note Bonds to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with and has provided or has agreed to provide such consent, written consent as a condition to such transfer shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes Bonds that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 3 contracts

Samples: Purchase  agreement (Aqua America Inc), Aqua America Inc, Aqua America Inc

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 18 or any the Subsidiary Guaranty Agreement by a holder of a Note that has transferred or has agreed to transfer its Note to (i1) the a Constituent Company, (ii2) any Subsidiary or any other Affiliate or (iii3) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the either Constituent Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 3 contracts

Samples: Subsidiary Guaranty Agreement (Americold Realty Trust), Note and Guaranty Agreement (Americold Realty Trust), Subsidiary Guaranty Agreement (Americold Realty Trust)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any the Subsidiary Guaranty Agreement by a holder of a Note that has transferred or has agreed to transfer its Note to (i1) the Company, (ii2) any Subsidiary or any other Affiliate or (iii3) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 3 contracts

Samples: Note Purchase Agreement (Epr Properties), Note Purchase Agreement (Resmed Inc), Subsidiary Guaranty Agreement (Otter Tail Corp)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Note Guaranty by a Purchaser or holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate of the Company or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such Purchaser or such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such Purchaser or such holder.

Appears in 2 contracts

Samples: Note Purchase Agreement (Kilroy Realty, L.P.), General Partner Guaranty Agreement (Kilroy Realty, L.P.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any the Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Restricted Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 2 contracts

Samples: MSC Industrial Direct Co Inc, MSC Industrial Direct Co Inc

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty which contains or is in contemplation of a current or future offer of prepayment or repurchase, or any consent given pursuant to this Section by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person acting in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging concert with the Company and/or or any of its Affiliates, in each case Subsidiaries or Affiliates in connection with such consent, consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 2 contracts

Samples: Guaranty Agreement (Ugi Corp /Pa/), Guaranty Agreement (Ugi Utilities Inc)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty 12 by a holder of a Note that has transferred or has agreed to transfer its Note Notes to (i) the Company, (ii) Parent, (iii) any Subsidiary or any other Affiliate (including any Guarantor) of the Company or Parent or (iiiiv) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging merger with the Company Company, Parent and/or any of its their respective Subsidiaries or Affiliates, in each case in connection with such consent, consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 2 contracts

Samples: Guaranty Agreement (Empire State Realty OP, L.P.), Guaranty Agreement (Empire State Realty OP, L.P.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty Agreement by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 2 contracts

Samples: Note Purchase Agreement (Ameren Corp), Union Electric Co

Consent in Contemplation of Transfer. Any consent given made pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer all or a portion of its Note Notes to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its AffiliatesAffiliates and, in each case in connection with case, has provided or has agreed to provide such consent, written consent as a condition to such transfer shall be void and of no force or and effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 2 contracts

Samples: Note Purchase Agreement (New Jersey Resources Corp), Indenture (New Jersey Resources Corp)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 by a Purchaser or any Subsidiary Guaranty by a holder of a Note Bond that has transferred or has agreed to transfer its Note Bond to (i) the Company, (ii) any Subsidiary subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such Purchaser or such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other Purchasers or other holders of Notes Bonds that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such Purchaser or such holder.

Appears in 2 contracts

Samples: Bond Purchase Agreement (Northern States Power Co /Wi/), Bond Purchase Agreement (Northern States Power Co /Wi/)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 18 or any Subsidiary Guaranty other Note Document by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate of the Company or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 2 contracts

Samples: Note Purchase Agreement (MN8 Energy, Inc.), Note Purchase Agreement (New PubCo Renewable Power Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 18 or the Subsidiary Guaranty Agreement or any Subsidiary Guaranty other Note Document by a holder of a Note that has transferred or has agreed to transfer its Note to (i1) the a Constituent Company, (ii2) any Subsidiary or any other Affiliate or (iii3) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the either Constituent Company and/or any of its Affiliates, Affiliates in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 2 contracts

Samples: Pledge Agreement (Sunstone Hotel Investors, Inc.), Pledge Agreement (Sunstone Hotel Investors, Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty other Financing Document by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder. Section 17.3.

Appears in 2 contracts

Samples: Tiaa Real Estate Account, Tiaa Real Estate Account

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty 13 by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the CompanyParent, (ii) the Issuer, (iii) any Subsidiary or any other Affiliate or (iiiiv) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company Issuer and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 2 contracts

Samples: Subsidiary Guaranty Agreement (CoreSite Realty Corp), Subsidiary Guaranty Agreement (CoreSite Realty Corp)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty 12 by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate (including the Guarantor) of the Company or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 2 contracts

Samples: Note Purchase Agreement (Evercore Inc.), Guaranty Agreement (Evercore Partners Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 18 or any Subsidiary Guaranty by a holder of a Note Notes that has transferred or has agreed to transfer its Note Notes to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Master Note Purchase Agreement (Waste Connections, Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate of the Company or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (Cowen Inc.)

Consent in Contemplation of Transfer. Any consent given made pursuant to this Section 17 or any Subsidiary Guaranty by a any Purchaser or holder of a any Note that has transferred or has agreed to transfer its such Note to (i) the Company, (ii) any of the Company’s Controlled Affiliates, the Parent or any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with of the Company and/or any of its Affiliates, in each case in connection with and has provided or has agreed to provide such consent, written consent as a condition to such transfer shall be void and of no force or effect except solely as to such Purchaser or holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other Purchasers or holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such transferring holder.

Appears in 1 contract

Samples: Note Purchase Agreement (Questar Gas Co)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Note Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Parent Guarantor, (ii) the Company, (iiiii) any Subsidiary or any other Affiliate or (iiiiv) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its AffiliatesAffiliates that is under the direct or indirect control of Parent Guarantor or Company, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.. Safehold Operating Partnership LP Note Purchase Agreement

Appears in 1 contract

Samples: Master Note Purchase Agreement (Safehold Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty 11 by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate (including the Guarantor) of the Company or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Guaranty Agreement (Evercore Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a Purchaser or holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates), in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other Purchaser and holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such Purchaser or holder.

Appears in 1 contract

Samples: Note Purchase Agreement (LTC Properties Inc)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate of the Company (or (iii) any other Person in connection with, or in anticipation of, such other Person acquiringan acquisition of, making a tender offer for for, or merging with merger with, the Company and/or any of its Affiliates, in each case Parent or the Operating Partnership) in connection with such consent, consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (Eastgroup Properties Inc)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender BLUE OWL TECHNOLOGY INCOME CORP. NOTE PURCHASE AGREEMENT offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (Blue Owl Technology Income Corp.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty other Transaction Document by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Intercreditor Agreement (Encore Capital Group Inc)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a Purchaser or holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate of the Company or (iiiii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case Affiliates in connection with such consent, consent shall be void and of no force or effect except solely as to such Purchaser or holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such Purchaser or holder.

Appears in 1 contract

Samples: Note Purchase Agreement (RPT Realty)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 18 or any Subsidiary Guaranty by a holder of a Note Notes that has transferred or has agreed to transfer its Note Notes to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.. Waste Connections, Inc. Note Purchase Agreement

Appears in 1 contract

Samples: Master Note Purchase Agreement (Waste Connections, Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.. CĪON INVESTMENT CORPORATION NOTE PURCHASE AGREEMENT

Appears in 1 contract

Samples: Note Purchase Agreement (CION Investment Corp)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty other Finance Document by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Senior Secured Note Purchase Agreement (Encore Capital Group Inc)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or or, any Subsidiary Guaranty or any other Note Document by a holder of a Note that has transferred or has agreed to transfer its Note to (i1) the Company, (ii2) any Subsidiary or any other Affiliate or (iii3) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Pledge Agreement (Franklin Street Properties Corp /Ma/)

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Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates), in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (LTC Properties Inc)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 17.2 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: 2022 Note Purchase Agreement (Regal Rexnord Corp)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 18, or any Subsidiary Guaranty other Note Document by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Atlantica Yield PLC

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty which contains or is in contemplation of a current or future offer of prepayment or repurchase, or any consent given pursuant to this Section by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person acting in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging concert with the Company and/or or any of its Affiliates, in each case Subsidiaries or Affiliates in connection with such consent, consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other ‑40‑ UGI Utilities, Inc. Note Purchase Agreement holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Guaranty Agreement (Ugi Utilities Inc)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or 17, any Subsidiary Guaranty or any other Transaction Document by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with of the Company and/or any of its Affiliates, in each case (either pursuant to a waiver under Section 17.1(c) or subsequent to Section 8.5 having been amended pursuant to Section 17.1(c)) in connection with such consent, consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (Copart Inc)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Companyany Obligor, (ii) any Subsidiary or any other Affiliate of an Obligor or (iii) to any other Person in connection with, or in anticipation of, such other Person acquiringan acquisition of, making a tender offer for for, or merging with the Company and/or any of its Affiliatesmerger with, in each case an Obligor in connection with such consent, consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase and Guarantee Agreement (Gramercy Property Trust)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty which contains or is in contemplation of a current or future offer of prepayment or repurchase, or any consent given pursuant to this Section by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person acting in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging concert with the Company and/or or any of its Affiliates, in each case Subsidiaries or Affiliates in connection with such consent, consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder. Section 17.3.

Appears in 1 contract

Samples: Note Purchase Agreement (Ugi Corp /Pa/)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty Agreement by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder. Section 17.3.

Appears in 1 contract

Samples: Ugi Corp /Pa/

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the CompanyIssuer, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company Issuer and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Guaranty Agreement (Davey Tree Expert Co)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty other Note Document by a Purchaser or a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such Purchaser or such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (SmartStop Self Storage REIT, Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a Purchaser or a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such Purchaser or holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Guaranty Agreement (Federated Hermes, Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty Finance Document by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Companyany Obligor, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its AffiliatesAffiliates (pursuant to a waiver under Section 17.1(c)), in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase and Private Shelf Agreement (Allient Inc)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 18 or any the Subsidiary Guaranty Agreement by a holder of a Note that has transferred or has agreed to transfer its Note to (i1) the a Constituent Company, (ii2) any Subsidiary or any other Affiliate or (iii3) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the either Constituent Company and/or any of its Affiliates, Affiliates in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 by a Purchaser or any Subsidiary Guaranty by a holder of a Note Bond that has transferred or has agreed to transfer its Note Bond to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such Purchaser or such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other Purchasers or other holders of Notes Bonds that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such Purchaser or such holder.

Appears in 1 contract

Samples: Bond Purchase Agreement (Southwestern Public Service Co)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i1) the Company, (ii2) any Subsidiary or any other Affiliate or (iii3) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (Connecticut Water Service Inc / Ct)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty Agreement by a holder of a Note that has transferred or has agreed to transfer its Note to (i1) the Company, (ii2) any Subsidiary or any other Affiliate or (iii3) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (Invitation Homes Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary the Guaranty Agreement by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) the Parent, Care GP, any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Guaranty Agreement (Care Capital Properties, Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 18 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i1) the a Constituent Company, (ii2) any Subsidiary or any other Affiliate or (iii3) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the either Constituent Company and/or any of its Affiliates, Affiliates in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Execution Version (Education Realty Operating Partnership L P)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty other Note Document by a Purchaser or a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender -55- offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such Purchaser or such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (SmartStop Self Storage REIT, Inc.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 18 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the CompanyParent Guarantor, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company Parent Guarantor and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase and Guaranty Agreement (Aptargroup Inc)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the CompanyCompany or the General Partner, (ii) any Subsidiary or any other Affiliate of the Company or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company or the General Partner and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (Silver Point Specialty Lending Fund)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.. WhiteHorse Finance, Inc. Note Purchase Agreement

Appears in 1 contract

Samples: Defined Terms (WhiteHorse Finance, Inc.)

Consent in Contemplation of Transfer. Any consent given made pursuant to this Section 17 or any Subsidiary Guaranty 12 by a holder of a Note that has transferred or has agreed to transfer its Note Notes to (i) the Company, (ii) Parent, (iii) any Subsidiary or any other Affiliate (including any Guarantor) of the Company or Parent or (iiiiv) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging merger with the Company Company, Parent and/or any of its Affiliatestheir respective Subsidiaries, in each case in connection with such consent, consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (Empire State Realty OP, L.P.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary the Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) the Parent Guarantor, (iii) any Subsidiary of either or any other Affiliate or (iiiiv) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Parent Guarantor, the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (Retail Opportunity Investments Partnership, LP)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 by a Purchaser or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Company, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Northwest Natural Gas Co

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty 11 by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the CompanyIssuer, (ii) any Subsidiary or any other Affiliate of the Issuer (including any Guarantor) (either pursuant to a waiver under Section 17.1(c) of the Note Agreement or (iiisubsequent to Section 8.5 of the Note Agreement having been amended pursuant to Section 17.1(c) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with of the Company and/or any of its Affiliates, in each case Note Agreement) in connection with such consent, consent shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Guaranty Agreement (Midcoast Energy Partners, L.P.)

Consent in Contemplation of Transfer. Any consent given pursuant to this Section 17 or any Subsidiary Guaranty by a holder of a Note that has transferred or has agreed to transfer its Note to (i) the Companyany Obligor, (ii) any Subsidiary or any other Affiliate or (iii) any other Person in connection with, or in anticipation of, such other Person acquiring, making a tender offer for or merging with the Company any Obligor and/or any of its Affiliates, in each case in connection with such consent, shall be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder.

Appears in 1 contract

Samples: Note Purchase Agreement (Stone Point Credit Corp)

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