XXXX PUT AGREEMENT Sample Clauses

XXXX PUT AGREEMENT. Wynn Resorts hereby agrees that it shall not amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, or otherwise fail to enforce, or terminate or abandon, any of the provisions of the Wynn Put Agreement, if such amendment, modification, waiver or other change, failure to enforce, termination or abandonment (individually or collectively with all such amendments, modifications, waivers and other changes, failures to enforce, terminations or abandonments taken as a whole) would (a) have a material adverse affect on the ability of the Borrower or any other Loan Party to develop, construct or operate the Project, (b) cause the Completion Date to occur or result in that date occurring after the Scheduled Completion Deadline, (c) materially impair the rights or remedies of the Lenders, or (d) materially impair the development, use or operation of the Project. Notwithstanding the provisions of this Agreement, in no event shall Wynn Resorts be required, by reason of this Agreement or the Parent Security Agreement (if any), to become a Loan Party or otherwise to become subject to the restrictive covenants or other terms of the Credit Agreement.
Sample 1
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XXXX PUT AGREEMENT. Wynn Resorts hereby agrees that it shall not amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, or otherwise fail to enforce, or terminate or abandon, any of the provisions of the Wynn Put Agreement, if such amendment, modification, waiver or other change, failure to enforce, termination or abandonment (individually or collectively with all such amendments, modifications, waivers and other changes, failures to enforce, terminations or abandonments taken as a whole) would (a) have a material adverse affect on the ability of either Note Issuer, or any Restricted Entity or any of their Restricted Subsidiaries to develop, construct or operate the Project, (b) cause the Completion Date to occur or result in that date occurring after the Scheduled Completion Deadline (as defined in the Disbursement Agreement), (c) materially impair the rights or remedies of the Holders under the Indenture, the Notes or the Collateral Documents, or (d) materially impair the development, use or operation of the Project. Notwithstanding the provisions of this Agreement, in no event shall Wynn Resorts be required, by reason of this Agreement or the Parent Security Agreement (if any), to become a Restricted Entity or otherwise to become subject to the restrictive covenants or other terms of the Indenture.
Sample 1

Related to XXXX PUT AGREEMENT

  • One Agreement This Agreement and any related security or other agreements required by this Agreement, collectively:

  • Transaction Agreement This Amendment shall be a Transaction Agreement, as set forth in Section 2.1 of the Framework Agreement, for all purposes.

  • Lock-Up Agreement The Underwriters shall have received all of the Lock-Up Agreements referenced in Section 4 and the Lock-Up Agreements shall remain in full force and effect.

  • Marketing Agreement The Company shall have entered into, ------------------- executed and delivered the Marketing Agreement.

  • Development Agreement That certain Development Agreement dated of even date herewith by and between the Company and Developer providing for the development of the Project on the Property, a copy of which is attached hereto as Exhibit C and incorporated herein by reference. Development Fee. As described in Section 6.8.

  • Arrangement Agreement This Plan of Arrangement is made pursuant to the Arrangement Agreement.

  • Exclusive Agreement; Amendment This Agreement supersedes all prior agreements or understandings among the parties with respect to its subject matter with respect thereto and cannot be changed or terminated orally.

  • Amendment to Purchase Agreement The Purchase Agreement is hereby amended as follows:

  • Complete Agreement; Amendment The parties acknowledge that this Agreement is the complete and exclusive statement of agreement respecting the subject matter hereto and supersedes all proposals (oral or written), understandings, representations, conditions, and other communications between the parties relating hereto, including the Former Agreement. This Agreement may be amended only by a subsequent writing that specifically refers to this Agreement and is signed by both parties, and no other act, document, purchase order, usage, or custom shall be deemed to amend this Agreement.

  • Post-Closing Agreement Administrative Agent shall have received an executed and delivered post-closing agreement (the “Post-Closing Agreement”) with respect to certain post-closing undertakings by the Credit Parties.

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