Pursuant to Section 11. 02 of the Indenture, after giving effect to any maximum amount and all other contingent and fixed liabilities that are relevant under any applicable Bankruptcy or fraudulent conveyance laws, and after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under Article 11 of the Indenture, this new Note Guarantee shall be limited to the maximum amount permissible such that the obligations of such Guarantor under this Note Guarantee shall not constitute a fraudulent transfer or conveyance.
Pursuant to Section 11. 1(b) of the Base Indenture, you are hereby notified that:
Pursuant to Section 11. 2(a) of the Credit Agreement, the Borrower notifies the respective parties hereto that its address for purposes of the Credit Agreement shall, as of the Supplement Effective Date, be: WMG Acquisition Corp. c/o Warner Music Group Corp. 0000 Xxxxxxxx, 0xx Xxxxx Xxx Xxxx, XX 00000 Attention: General Counsel Facsimile: (000) 000-0000 Website: xxx.xxx.xxx
Pursuant to Section 11. 1(b) of the Agreement, either Party may extend the Outside Date to October 26, 2016 by delivering notice to the other Party within three business days immediately prior to July 26, 2016 if the conditions set forth in Section 10.1(b) have not been satisfied or waived but all other conditions to the Closing have been satisfied or waived (other than those conditions that by their nature are to be satisfied at the Closing). The Parties hereby agree (1) to waive the notice requirement in Section 11.1(b) of the Agreement, (2) to extend the Outside Date to October 26, 2016 effective immediately, and (3) neither Party has waived any other condition to extending the Outside Date set forth in Section 11.1(b) of the Agreement.
Pursuant to Section 11. 03 of the Indenture, after giving effect to any maximum amount and any other contingent and fixed liabilities that are relevant under any applicable Bankruptcy or fraudulent conveyance laws, and, to the extent relevant, after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of any other Subsidiary Guarantor in respect of the obligations of such other Subsidiary Guarantor under Article XI of the Indenture, the Subsidiary Guarantee shall not result in the obligations of such Subsidiary Guarantor under its Subsidiary Guarantee constituting a fraudulent transfer or conveyance or being improper or prohibited under applicable state law.
Pursuant to Section 11. 1(a) of the Base Indenture, you are hereby notified that: There will be an election for a Controlling Class Representative. If you wish to participate in such election, you must provide us with your contact information in writing within ten (10) Business Days of the date of this notice by filling out the Exhibit A attached hereto and sending it to the address indicated therein. Very truly yours, CITIBANK, N.A., as Trustee By: Name: Title: Exhibit A to Request for Contact Information of Initial Noteholders CONTACT INFORMATION Please fill out the information below and then send it back to the Trustee at the following address via mail or by fax: Citibank, N.A. 0000 Xxxx Xxx Xxxx., Xxxxx 000 Xxxxxxx, Xxxxx 00000 Attention: Xxxxxxxxxx Xxxxxx Facsimile: 000-000-0000 NAME: ADDRESS: TEL: EMAIL: Exhibit H CCR ELECTION NOTICE ________ ___, _____ _________________ _________________ _________________ Re: Election for Controlling Class Representative Dear Series 2014-1 Class [ ] Noteholder: Reference is hereby made to the Base Indenture, dated as of September 30, 2014, (the “Base Indenture”), by and among by and among IHOP Funding LLC, a Delaware limited liability company, Applebee’s Funding LLC, a Delaware limited liability company (together with IHOP Funding LLC, the “Co-Issuers”), and Citibank, N.A., a national banking association, as trustee (in such capacity, the “Trustee”), and as securities intermediary (in such capacity, the “Securities Intermediary”), as supplemented by the Series Supplement heretofore executed and delivered (the “Series Supplement”) among the Co-Issuers, the Trustee and the Securities Intermediary. Unless otherwise defined herein, all capitalized terms used herein shall have the meanings assigned to such terms in the Base Indenture and the Series Supplement, as applicable. Pursuant to Section 11.1(b) of the Base Indenture, you are hereby notified that: There will be an election for a Controlling Class Representative. If you wish to make a nomination, please do so by submitting a completed nomination form in the form of Exhibit I to the Base Indenture by [insert ten (10) business days for initial CCR Election][insert thirty (30) calendar days for any subsequent CCR Election] to the below address: Citibank, N.A. 0000 Xxxx Xxx Xxxx., Xxxxx 000 Xxxxxxx, Xxxxx 00000 Attention: Xxxxxxxxxx Xxxxxx Facsimile: 000-000-0000 [Signature Page Follows] Very truly yours, CITIBANK, N.A., as Trustee By: Name: Title:
Pursuant to Section 11. 5 of the Original Lease (x) Tenant has the right to display its corporate name, logo and/or insignia with lighted signage on the exterior of the Building and in front of the entrance to the Building, subject to (a) Landlord's prior approval as to location, size, design and composition (which approval shall not be unreasonably withheld, conditioned or delayed), (b) the sign criteria established for the Center (as defined in the Lease) from time to time and (c) all restrictions and requirements of applicable law and of any covenants, conditions and restrictions or other written agreements now or hereafter applicable to the Property, and (y) in the event Landlord installs at the Project (as defined in the Lease) any monument sign(s) on which identification signage for any individual tenants is included, Tenant shall be entitled to have identification signage on such monument sign(s) on a basis comparable to that made available to any other tenants ("Tenant's Signage Rights"). Pursuant to the Sublease, Tenant grants to Subtenant signage rights ("Subtenant's Signage Rights") that are substantially the same as Tenant's Signage Rights applicable to the Sublet Premises. Landlord agrees that Subtenant may exercise Subtenant's Signage Rights to the same extent as Tenant is permitted to exercise Tenant's Signage Rights applicable to the Sublet Premises so that during the Sublease Term, Tenant's Signage Rights shall apply to Subtenant as if the word "Subtenant" replaced the references to Tenant in Section 11.5 of the Original 750262.06/XXX000000-00016/4-6-16/ctl/kmo -5- HCP BTC, LLC[Consent to Sublease] Lease. Subtenant shall immediately repair any damage caused by installation and removal of signs under this Section 4.10 from time to time.
Pursuant to Section 11. 1(b) of the Base Indenture please indicate your vote by submitting the attached Exhibit A with respect to your vote for Controlling Class Representative within [insert thirty (30) calendar days of the date of this ballot] (the “CCR Election Period”) to my attention by email to_______________________. This Notice shall be construed in accordance with, and this Notice and any matters arising out of or relating in any way whatsoever to this Notice (whether in contract, tort or otherwise), shall be governed by, the law of the State of New York UMB Bank, N.A., as Trustee By: Name: Title: Exhibits and Schedules to Base Indenture EXHIBIT A BALLOT FOR CONTROLLING CLASS REPRESENTATIVE FAT BRANDS ROYALTY I, LLC Notice Date: _________, 20__ Notice Record Date: _________, 20__ Responses due by: _________, 20__ Please indicate your vote by checking the “Yes” or “No” box next to each candidate. You may only select “Yes” below for a single candidate. The election outcome will be determined by reference to the number of votes actually submitted and received by the Trustee by the end of the CCR Election Period. Abstentions shall not be considered in the determination of the election outcome.
Pursuant to Section 11. 7 of the Original Agreement, the Original Agreement is hereby amended as follows:
Pursuant to Section 11. 01 of the Credit Agreement and subject to the terms and conditions hereof, the Administrative Agent and the Required Lenders hereby waive any Events of Default that have occurred prior to the date hereof as a result of Investments made by Foreign Subsidiaries in foreign financial products that were not permitted Investments pursuant to Section 7.03 of the Credit Agreement (prior to giving effect to this Agreement) (such Events of Default, collectively, the “Foreign Investments EOD”). For the avoidance of doubt, this waiver is effective solely as a waiver of the Foreign Investments EOD and does not constitute a waiver of any other Default or Event of Default.
