Common use of Subject to Sections 6 Clause in Contracts

Subject to Sections 6. 03 and 9.17(f), the Swingline Lender may at any time assign all its rights and obligations hereunder and under the Series 2018-1 Class A-1 Swingline Note, in whole but not in part, with the prior written consent of the Co-Issuers and the Administrative Agent, which consent shall not be unreasonably withheld or delayed, to a financial institution pursuant to an agreement with, and in form and substance reasonably satisfactory to, the Administrative Agent and the Co-Issuers, whereupon the assignor shall be released from its obligations hereunder; provided that no consent of the Co-Issuers shall be required if a Rapid Amortization Event or an Event of Default has occurred and is continuing; provided, further, that the prior written consent of each Funding Agent (other than any Funding Agent with respect to which all of the Committed Note Purchasers in such Funding Agent’s Investor Group are Defaulting Investors), which consent shall not be unreasonably withheld or delayed, shall be required if such financial institution is not a Committed Note Purchaser.

Appears in 1 contract

Sources: Class a 1 Note Purchase Agreement (Dine Brands Global, Inc.)

Subject to Sections 6. 03 and 9.17(f), the Swingline Lender may at any time assign all its rights and obligations hereunder and under the Series 20182019-1 Class A-1 Swingline Note, in whole but not in part, with the prior written consent of the Co-Issuers Master Issuer and the Administrative Agent, which consent shall not be unreasonably withheld or delayed, to a financial institution pursuant to an agreement with, and in form and substance reasonably satisfactory to, the Administrative Agent and the Co-IssuersMaster Issuer, whereupon the assignor shall be released from its obligations hereunder; provided that no consent of the Co-Issuers Master Issuer shall be required if a Rapid Amortization Event or an Event of Default has occurred and is continuing; provided, further, that the prior written consent of each Funding Agent (other than any Funding Agent with respect to which all of the Committed Note Purchasers in such Funding Agent’s Investor Group are Defaulting Investors), which consent shall not be unreasonably withheld or delayed, shall be required if such financial institution is not a Committed Note Purchaser.

Appears in 1 contract

Sources: Class a 1 Note Purchase Agreement (Wendy's Co)

Subject to Sections 6. 03 and 9.17(f), the Swingline Lender may at any time assign all its rights and obligations hereunder and under the Series 20182021-1 Class A-1 Swingline Note, in whole but not in part, with the prior written consent of the Co-Issuers and the Administrative Agent, which consent shall not be unreasonably withheld or delayed, to a financial institution pursuant to an agreement with, and in form and substance reasonably satisfactory to, the Administrative Agent and the Co-Issuers, whereupon the assignor shall be released from its obligations hereunder; provided that no consent of the Co-Issuers shall be required if a Rapid Amortization Event or an Event of Default has occurred and is continuing; provided, further, that the prior written consent of each Funding Agent (other than any Funding Agent with respect to which all of the Committed Note Purchasers in such Funding Agent’s Investor Group are Defaulting Investors), which consent shall not be unreasonably withheld or delayed, shall be required if such financial institution is not a Committed Note Purchaser.

Appears in 1 contract

Sources: Class a 1 Note Purchase Agreement (Dominos Pizza Inc)

Subject to Sections 6. 03 and 9.17(f), the Swingline Lender may at any time assign all its rights and obligations hereunder and under the Series 20182025-1 Class A-1 Swingline Note, in whole but not in part, with the prior written consent of the Co-Issuers and the Administrative Agent, which consent shall not be unreasonably withheld or delayed, to a financial institution pursuant to an agreement with, and in form and substance reasonably satisfactory to, the Administrative Agent and the Co-Issuers, whereupon the assignor shall be released from its obligations hereunder; provided that no consent of the Co-Issuers shall be required if a Rapid Amortization Event or an Event of Default has occurred and is continuing; provided, further, that the prior written consent of each Funding Agent (other than any Funding Agent with respect to which all of the Committed Note Purchasers in such Funding Agent’s Investor Group are Defaulting Investors), which consent shall not be unreasonably withheld or delayed, shall be required if such financial institution is not a Committed Note Purchaser.

Appears in 1 contract

Sources: Class a 1 Note Purchase Agreement (Dominos Pizza Inc)