Consent Process. The Sellers shall use their commercially reasonable efforts (including providing Consent Concessions if necessary) to obtain and deliver to Investor a Consent for each Consent Lease prior to the Closing. Investor shall reasonably cooperate with the Sellers to obtain such Consents. The Sellers and Investor shall jointly control the process of obtaining Consents for the Consent Leases. All communications with a Consenting Landlord and Lender, including the form of Consent, shall be subject to the approval of both the Sellers and Investor. The Sellers shall not withhold their consent to the inclusion of lien waivers in connection with warehouse leases and a lease estoppel in such initial communication, however, the refusal of a Consenting Landlord to agree to such request shall not constitute grounds for rejection of such Consent. In obtaining a Consent, neither the Sellers nor the Company may agree to a modification of a Consent Lease without the prior written consent of Investor. The Sellers shall keep Investor apprised of the status of obtaining Consents and shall promptly deliver copies of all Consents obtained to Investor. The Sellers shall pay all Review Fees and Net Profit Payments in connection with any Lease.
Appears in 2 contracts
Sources: Merger Agreement (Hhgregg, Inc.), Merger Agreement (HHG Distributing, LLC)