Common use of Prior Consent Clause in Contracts

Prior Consent. No assignment may be consummated pursuant to this Section 10.10 without the prior written consent of Borrower and Agent (other than an assignment by any Bank to any affiliate of such Bank which affiliate is either wholly-owned by such Bank or is wholly-owned by a Person that wholly owns, either directly or indirectly, such Bank), which consent of Borrower and Agent shall not be unreasonably withheld; provided, however, that, Borrower's consent shall not be required if, at the time of the proposed assignment, any Default or Event of Default shall then exist. Anything herein to the contrary notwithstanding, any Bank may at any time make a collateral assignment of all or any portion of its rights under the Loan Documents to a Federal Reserve Bank, and no such assignment shall release such assigning Bank from its obligations hereunder;

Appears in 2 contracts

Samples: Assignment and Acceptance Agreement (Standard Register Co), Assignment and Acceptance Agreement (Nordson Corp)

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Prior Consent. No assignment may be consummated pursuant to this Section 10.10 without the prior written consent of Borrower and Agent (other than an assignment by any Bank to any affiliate of such Bank which affiliate is either wholly-owned by such Bank or is wholly-owned by a Person that wholly owns, either directly or indirectly, such Bank), which consent of Borrower and Agent shall not be unreasonably withheld; provided, however, that, Borrower's consent shall not be required if, at the time of the proposed assignment, any Default or Event of Default shall then exist. Anything herein to the contrary notwithstanding, any Bank may at any time make a collateral assignment of all or any portion of its rights under the Loan Documents to a Federal Reserve Bank, and no such assignment shall release such assigning Bank from its obligations hereunder;

Appears in 2 contracts

Samples: Assignment and Acceptance Agreement (Steris Corp), Assignment and Acceptance Agreement (Oglebay Norton Co /New/)

Prior Consent. No assignment may be consummated pursuant to this Section 10.10 without the prior written consent of Borrower Cedar Fair LP and Agent (other than an assignment by any Bank to another Bank or to any affiliate of such Bank which affiliate is either wholly-owned by such Bank or is wholly-owned by a Person that wholly owns, either directly or indirectly, such Bank), which consent of Borrower Borrowers and Agent shall not be unreasonably withheld; provided, however, that, Borrower's Borrowers' consent shall not be required if, at the time of the proposed assignment, any Default or Event of Default shall then exist. Anything herein to the contrary notwithstanding, any Bank may at any time make a collateral assignment of all or any portion of its rights under the Loan Documents to a Federal Reserve Bank, and no such assignment shall release such assigning Bank from its obligations hereunder;

Appears in 1 contract

Samples: Intercreditor Agreement (Cedar Fair L P)

Prior Consent. No assignment may be consummated pursuant to this Section 10.10 without the prior written consent of Borrower ASI and Agent (other than an assignment by any Bank to another Bank or to any affiliate of such a Bank which affiliate is either wholly-owned by such a Bank or is wholly-owned by a Person that wholly owns, either directly or indirectly, such Bank), which consent of Borrower ASI and Agent shall not be unreasonably withheld; provided, however, that, BorrowerASI's consent shall not be required if, at the time of the proposed assignment, any Default or Event of Default shall then exist. Anything herein to the contrary notwithstanding, any Bank may at any time make a collateral assignment of all or any portion of its rights under the Loan Documents to a Federal Reserve Bank, and no such assignment shall release such assigning Bank from its obligations hereunder;

Appears in 1 contract

Samples: Credit Agreement (Schulman a Inc)

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Prior Consent. No assignment may be consummated pursuant to this Section 10.10 without the prior written consent of Borrower Xxxxxxxx and Agent (other than an assignment by any Bank to any affiliate of such Bank which affiliate is either wholly-owned by such Bank or is wholly-owned by a Person that wholly owns, either directly or indirectly, such Bank), which consent of Borrower and Agent shall not be unreasonably withheld; provided, however, that, BorrowerXxxxxxxx's consent shall not be required if, at the time of the proposed assignment, any Default or Event of Default shall then exist. Anything herein to the contrary notwithstanding, any Bank may at any time make a collateral assignment of all or any portion of its rights under the Loan Documents to a Federal Reserve Bank, and no such assignment shall release such assigning Bank from its obligations hereunder;

Appears in 1 contract

Samples: Assignment Agreement (Oglebay Norton Co /New/)

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