Consent Agreement Sample Contracts

Consent Agreement (November 13th, 2018)
Lonestar Resources US Inc. – Consent Agreement (October 3rd, 2018)

This CONSENT AGREEMENT (this "Agreement") is entered into effective as of September 28, 2018 (the "Effective Date"), among LONESTAR RESOURCES AMERICA INC., a Delaware corporation ("Borrower"), CITIBANK, N.A., a national banking association, as administrative agent (in such capacity, the "Administrative Agent") and as issuing bank (in such capacity, the "Issuing Bank"), and the financial institutions executing this Agreement as Lenders.

Forbearance & Consent Agreement (Keystone) (June 19th, 2018)

This FORBEARANCE & CONSENT AGREEMENT (KEYSTONE) (this Agreement) is entered into as of June 18, 2018 by and among (i) PSEGR Keystone Generation, LLC, a Delaware limited liability company (the Owner Participant); (ii) Keystone Lessor Genco LLC, a Delaware limited liability company (the Owner Lessor); (iii) Wilmington Trust Company, a Delaware banking corporation (Wilmington), in its own capacity and as a manager under the LLC Agreement; (iv) NRG REMA LLC, a Delaware limited liability company, as successor to Reliant Energy Mid-Atlantic Power Holdings, LLC (together with its wholly-owned subsidiaries, the Company), with respect to the (a) Participation Agreement, dated as of August 24, 2000 with respect to the undivided interest of the Keystone Facility (as amended from time to time, the Participation Agreement), (b) the Facility Lease Agreement, dated as of August 24, 2000, entered into by and among the Company, the Owner Lessor and the Owner Participant (as amended from time to time, t

Forbearance & Consent Agreement (Conemaugh) (June 19th, 2018)

This FORBEARANCE & CONSENT AGREEMENT (CONEMAUGH) (this Agreement) is entered into as of June 18, 2018 by and among (i) PSEGR Conemaugh Generation, LLC, a Delaware limited liability company (the Owner Participant); (ii) Conemaugh Lessor Genco LLC, a Delaware limited liability company (the Owner Lessor); (iii) Wilmington Trust Company, a Delaware banking corporation (Wilmington), in its own capacity and as a manager under the LLC Agreement; (iv) NRG REMA LLC, a Delaware limited liability company, as successor to Reliant Energy Mid-Atlantic Power Holdings, LLC (together with its wholly-owned subsidiaries, the Company), with respect to the (a) Participation Agreement, dated as of August 24, 2000 with respect to the undivided interest of the Conemaugh Facility (as amended from time to time, the Participation Agreement), (b) the Facility Lease Agreement, dated as of August 24, 2000, entered into by and among the Company, the Owner Lessor and the Owner Participant (as amended from time to tim

Forbearance & Consent Agreement (Shawville) (June 19th, 2018)

This FORBEARANCE & CONSENT AGREEMENT (SHAWVILLE) (this Agreement) is entered into as of June 18, 2018 by and among (i) PSEGR Shawville Generation, LLC, a Delaware limited liability company (the Owner Participant); (ii) Shawville Lessor Genco LLC, a Delaware limited liability company (the Owner Lessor); (iii) Wilmington Trust Company, a Delaware banking corporation (Wilmington), in its own capacity and as a manager under the LLC Agreement; (iv) NRG REMA LLC, a Delaware limited liability company, as successor to Reliant Energy Mid-Atlantic Power Holdings, LLC (together with its wholly-owned subsidiaries, the Company, and together with the parties listed in (i) through (iii) the Parties), with respect to the (a) Participation Agreement, dated as of August 24, 2000 with respect to the undivided interest of the Shawville Facility (as amended from time to time, the Participation Agreement), (b) the Facility Lease Agreement, dated as of August 24, 2000, entered into by and among the Company,

Consent Agreement (April 25th, 2018)

WHEREAS, the Directorate of Defense Trade Controls, Bureau of Political-Military Affairs, U.S. Department of State ("Department") has notified FLIR Systems, Inc., including its operating divisions, subsidiaries, and business units (collectively "Respondent") of its intent to institute an administrative proceeding pursuant to section 38 of the Arms Export Control Act (AECA), 22 U.S.C. 2751 et seq., and its implementing regulations, the International Traffic in Arms Regulations (ITAR), 22 C.F.R. Parts 120-130;

Depomed – Consent Agreement (March 1st, 2018)

THIS CONSENT AGREEMENT (this "Consent Agreement") is entered into this 30th day of November, 2017 (the "Execution Date") by and between

Consent Agreement (February 16th, 2018)

THIS CONSENT AGREEMENT, dated as of November 3, 2017 (this "Agreement"), is with respect to the Amended and Restated Credit Agreement, dated as of March 6, 2015 (the "Credit Agreement") among Portland General Electric Company (the "Borrower"), the financial institutions from time to time parties thereto as lenders (collectively, together with their respective successors and assigns, the "Lenders") and Wells Fargo Bank, National Association, as administrative agent for the Lenders (in such capacity, the "Agent"). Capitalized terms used but not otherwise defined herein have the meanings assigned to such terms in the Credit Agreement.

Gaming & Leisure Properties, Inc. – Consent Agreement (December 19th, 2017)

THIS CONSENT AGREEMENT (this "Agreement") is made and entered into as of December 17, 2017 (the "Effective Date"), by and among Gaming and Leisure Properties, Inc. ("GLPI"), Gold Merger Sub, LLC, a Delaware limited liability company ("Pinnacle Landlord"), PA Meadows, LLC, a Delaware limited liability company, a wholly owned subsidiary of GLPI (together with its wholly owned subsidiaries, WTA II, Inc. and CCR Pennsylvania Racing, Inc., "Meadows Landlord"), Penn National Gaming, Inc., a Pennsylvania corporation ("Penn"), PNK Development 33, LLC, a Delaware limited liability company and wholly owned subsidiary of Pinnacle ("Meadows Tenant"), Pinnacle Entertainment, Inc. ("Pinnacle") and Pinnacle MLS, LLC, a Delaware limited liability company and wholly owned subsidiary of Pinnacle ("Pinnacle Tenant"). Each of foregoing persons is referred to individually as a "Party" and collectively as the "Parties". Unless otherwise specified herein, capitalized terms used herein and not otherwise def

Consent Agreement (November 1st, 2017)

This consent agreement (this Agreement), dated as of October 30, 2017, by and among (i) GenOn Energy, Inc. (GenOn), GenOn Americas Generation LLC (GAG), and certain of their directly and indirectly-owned subsidiaries listed on the signature pages hereto (collectively, the Debtors) and (ii) the undersigned Required Consenting Noteholders(1) (such undersigned Required Consenting Noteholders and the Debtors, collectively the Parties).

GenOn Energy Holdings – Consent Agreement (October 31st, 2017)

This consent agreement (this Agreement), dated as of October 30, 2017, by and among (i) GenOn Energy, Inc. (GenOn), GenOn Americas Generation LLC (GAG), and certain of their directly and indirectly-owned subsidiaries listed on the signature pages hereto (collectively, the Debtors) and (ii) the undersigned Required Consenting Noteholders(1) (such undersigned Required Consenting Noteholders and the Debtors, collectively the Parties).

Consent Agreement (October 3rd, 2017)

This CONSENT AGREEMENT (this Consent) refers to that certain Asset Purchase Agreement (the Purchase Agreement), dated as of March 29, 2017, by and among LSI Corporation, a Delaware corporation (LSI), Extreme Networks, Inc., a Delaware corporation (Extreme), and solely for purposes of Section 9.2 thereof, Broadcom Corporation, a California corporation (Broadcom). This Consent is made and entered into as of October 3, 2017, by and among LSI, Extreme and Broadcom (collectively, the Parties). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to them in the Purchase Agreement.

New York REIT, Inc. – Consent Agreement (September 14th, 2017)

This CONSENT AGREEMENT (this "Agreement"), dated as of September 14, 2017, is made by between WWP Sponsor, LLC, a Delaware limited liability company ("Comfort Member"), New York REIT, Inc., a Maryland corporation ("NYRT"), ARC NYWWPJV001, LLC, a Delaware limited liability company ("Owner Member") and each Comfort Member Guarantor (defined below). Each of the foregoing, a "Party," and collectively the "Parties."

Lyondellbasell Industries Nv – Consent Agreement (June 7th, 2017)

This CONSENT AGREEMENT, dated as of June 5, 2017 (this Agreement), is made by and among LYONDELLBASELL INDUSTRIES N.V., a naamloze vennootschap (a public limited liability company) formed under the laws of The Netherlands (the Company), LYB AMERICAS FINANCE COMPANY LLC, a Delaware limited liability company (together with the Company, the Borrowers), the Lenders party hereto, and BANK OF AMERICA, N.A., as Administrative Agent for the Lenders (in such capacity, the Administrative Agent), Swing Line Lender and L/C Issuer.

Consent Agreement (May 23rd, 2017)

This Consent Agreement (the Agreement), dated as of May 22, 2017 (the Effective Date), is entered into by and among (i) the holders of the Notes listed on Schedule 1 hereto (together with their respective permitted successors and assigns, the Initial Consenting Holders), which hold a majority of each of the GEI Notes and the GAG Notes, (ii) GenOn Energy, Inc., on behalf of itself and each of its direct and indirect subsidiaries, (collectively, GenOn), and (iii) NRG Energy, Inc., on behalf of itself and each of its wholly-owned direct and indirect subsidiaries, as of the date hereof, other than GenOn (collectively, NRG). Each of NRG, GenOn and the Initial Consenting Holders is also sometimes referred to herein as a Party and collectively as the Parties. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in Schedule 2 attached hereto.

Golden Growers Cooperative – Consent Agreement (April 10th, 2017)

This Consent Agreement (the Agreement) is entered into as of April 4, 2017 to be effective as of the 1st day of January, 2018, by and among Cargill Incorporated, a Delaware corporation (Cargill), American Crystal Sugar Company, a Minnesota cooperative corporation (ACSC), and Golden Growers Cooperative, a Minnesota cooperative association (GGC).

Consent Agreement (March 2nd, 2017)

THIS CONSENT AGREEMENT dated November 8, 2016 (this "Consent") is entered into among Interface, Inc., a Georgia corporation (the "Company"), the Designated Borrower party hereto (together with the Company, the "Borrowers" and each a "Borrower"), the Guarantors party hereto, the Multicurrency Lenders party hereto and BANK OF AMERICA, N.A., as Administrative Agent. All capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).

Consent Agreement and Amendment (November 30th, 2016)

THIS CONSENT AGREEMENT AND AMENDMENT dated as of October 7, 2016 (this "Agreement") is entered into among Tech Data Corporation, a Florida corporation (the "Lessee"), SunTrust Bank, a Georgia banking corporation (the "Lessor"), the Lenders party hereto, the Alternative Lessees party hereto, the Guarantors party hereto and SunTrust Equity Funding, LLC, as agent (the "Agent"). All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Participation Agreement (as defined below).

Form of Exchange and Consent Agreement (November 14th, 2016)

WHEREAS, the Company has agreed to sell substantially all of its assets relating to the birinapant and SHP-141 (remetinostat) lead molecules to Medivir AB, a company organized under the laws of Sweden (such transaction, the Asset Purchase), pursuant to the terms and conditions of that certain asset purchase agreement by and among the Company, its wholly-owned subsidiary TetraLogic Research and Development Corporation and Medivir AB, dated as of November 1, 2016 (the APA);

JOINDER TO CONSENT AGREEMENT Reference Is Made to That Certain Consent Agreement, Dated as of April 26, 2016 and Effective as of the Consent Effective Date (As Defined Therein) (As the Same May Be Amended, Supplemented or Otherwise Modified From Time to Time, the "Consent Agreement"), Among TALEN ENERGY SUPPLY, LLC, a Delaware Limited Liability Company (The "Borrower"), CITIBANK, N.A., as Administrative Agent (In Such Capacity, Together With Any Permitted Successor Thereto, the "Administrative Agent") and as Collateral Trustee (In Such Capacity, Together With Any Permitted Successor Thereto, t (November 10th, 2016)
Consent Agreement (November 4th, 2016)

THIS CONSENT AGREEMENT (as subsequently amended or otherwise modified, this "Consent") is entered into as of this 25th day of August, 2016 by and among Alliqua Biomedical, Inc. (the "Borrower"), certain subsidiaries of the Borrower named on the signature pages hereto (the "Guarantors") , and Perceptive Credit Holdings, L.P. (the "Lender").

Clipper Realty Inc. – CONSENT AGREEMENT (GSMS 2013-Gcj12; Loan No. 300460008) (October 7th, 2016)

THIS CONSENT AGREEMENT (the "Agreement") is executed as of December 7, 2015 (the "Effective Date"), by and among DEUTSCHE BANK TRUST COMPANY AMERICAS, AS TRUSTEE ON BEHALF OF THE REGISTERED HOLDERS OF GS MORTGAGE SECURITIES CORPORATION II, COMMERCIAL MORTGAGE PASS THROUGH CERTIFICATES, SERIES 2013-GCJ12 ("Lender"), having an address at c/o Wells Fargo Bank, National Association, Commercial Mortgage Servicing, MAC D 1086, 550 Tryon Street, 14th Floor, Charlotte, North Carolina 28202, Re: GSMS 2013-GCJ12; Loan No. 300460008 and 250 LIVINGSTON OWNER LLC, a Delaware limited liability company ("Borrower"), having an address at c/o Clipper Realty L.P., 4611 12th Avenue, Suite 1L, Brooklyn, New York, New York 11219. All capitalized terms used herein but not defined herein shall have the meaning ascribed to such terms in the Loan Agreement (as hereinafter defined), as modified by the terms of this Agreement.

Hanover Capital Mortgage Holdings, Inc. – Fifth Amended and Restated Consent Agreement (October 6th, 2016)

This Fifth Amended and Restated Consent Agreement (this Agreement), made this 30th day of September, 2016 (the Execution Date), but dated effective as of January 17, 2014 (the Effective Date), is by and among the Federal Home Loan Mortgage Corporation a corporate instrumentality of the United States (Freddie Mac), Ditech Financial LLC, a limited liability company, formed and existing under the laws of the State of Delaware, whose chief executive office is located at 3000 Bayport Drive, Suite 880, Tampa, Florida 33607 (Servicer), Green Tree Advance Receivables III LLC, a special purpose entity formed as a Delaware limited liability company wholly owned by Servicer (Depositor), Green Tree Agency Advance Funding Trust I, a Delaware statutory trust with Depositor as its sole owner (Assignee), Wells Fargo Bank, N.A., not in its individual capacity but solely as indenture trustee (Indenture Trustee) for the Secured Parties (defined below), and Barclays Bank PLC, not in its individual capacit

Senior Housing Pptys Trust – Consent Agreement (October 6th, 2016)

THIS CONSENT AGREEMENT, dated as of October 2, 2016 (as amended, supplemented or restated from time to time, this Agreement), by and among Senior Housing Properties Trust, a Maryland real estate investment trust (SNH), ABP Trust, a Maryland statutory trust (ABP), ABP Acquisition LLC, a Maryland limited liability company and a wholly owned subsidiary of ABP Trust (Purchaser), Barry M. Portnoy and Adam D. Portnoy.

Consent Agreement (August 22nd, 2016)

THIS CONSENT AGREEMENT (this "Agreement") is entered into on August 19, 2016 (the "Execution Date") by and between RLJ Entertainment, Inc., a Nevada corporation (the "Company") and the persons named on the signature page to this Agreement (the "Holders"). The Holders and the Company may be referred to herein as the "Parties".

Consent Agreement (August 22nd, 2016)

THIS CONSENT AGREEMENT (this "Agreement") is entered into on August 19, 2016 (the "Execution Date") by and between RLJ Entertainment, Inc., a Nevada corporation (the "Company") and the persons named on the signature page to this Agreement (the "Holders"). The Holders and the Company may be referred to herein as the "Parties".

Madison Square Garden Co – Transfer Consent Agreement (August 19th, 2016)

Transfer Consent Agreement dated September 28, 2015 among New York Knicks, LLC, a Delaware limited liability company ("Knicks LLC"), Westchester Knicks, LLC, a Delaware limited liability company ("Westchester Knicks"), Knicks Holdings, LLC, a Delaware limited liability company ("Knicks Holdings"), MSG Sports, LLC, a Delaware limited liability company ("MSG Sports"), MSG Arena, LLC, a Delaware limited liability company ("Arenaco"), MSG Arena Holdings, LLC, a Delaware limited liability company ("Arena Holdco"), MSG Sports & Entertainment, LLC, a Delaware limited liability company ("S&E, LLC"), MSG Spinco, Inc., a Delaware corporation ("MSG" and, together with Knicks LLC, Westchester Knicks, Knicks Holdings, MSG Sports, Arenaco, Arena Holdco and S&E, LLC, the "Team Parties"), Charles F. Dolan ("CD"), Helen A. Dolan ("HD"), James L. Dolan ("JD"), each of the other children of CD and HD as listed on Schedule 1 (together, excluding JD, the "Siblings"), each of the trusts listed on Schedule 1

Madison Square Garden Co – Transfer Consent Agreement (August 19th, 2016)

THIS TRANSFER CONSENT AGREEMENT is made this 28th day of September, 2015 by and among: (i) the NATIONAL HOCKEY LEAGUE, a joint venture organized as an unincorporated association (the "NHL"); (ii) NEW YORK RANGERS, LLC, a Delaware limited liability company ("Rangers LLC"), RANGERS HOLDINGS, LLC, a Delaware limited liability company ("RH LLC"), MSG SPORTS, LLC, a Delaware limited liability company ("MSG Sports"), MSG SPORTS & ENTERTAINMENT, LLC, a Delaware limited liability company ("S&E LLC") and MSG SPINCO, INC. a Delaware corporation ("Spinco") (the entities listed in this clause (ii) are referred to collectively as the "Club Parties"); (iii) MSG ARENA, LLC, a Delaware limited liability company ("Arenaco"), MSG Arena Holdings, LLC, a Delaware limited liability company ("Arena Holdco" and together with Arenaco, the "Arena Companies") and (iv) MSG HOLDINGS, L.P., a Delaware limited partnership ("MSG"), MSGN EDEN, LLC, a Delaware limited liability company ("Eden"), RAINBOW GARDEN CORP.,

Openwave Systems Ltd – Consent Agreement (June 27th, 2016)

This Consent Agreement (this Consent) is entered into effective as of June 23, 2016, among GREAT ELM CAPITAL GROUP, INC. (formerly known as UNWIRED PLANET, INC.), a Delaware Corporation (the Issuer), and each of the Holders identified on the signature pages hereto (the Consenting Holders). Capitalized terms used without definition have the respective meanings given to them in the Indenture (as defined below).

Lyondellbasell Industries Nv – Consent Agreement (June 6th, 2016)

This CONSENT AGREEMENT, dated as of June 3, 2016 (this Agreement), is made by and among LYONDELLBASELL INDUSTRIES N.V., a naamloze vennootschap (a public limited liability company) formed under the laws of The Netherlands (the Company), LYB AMERICAS FINANCE COMPANY, a Delaware corporation (together with the Company, the Borrowers), the Lenders party hereto, and BANK OF AMERICA, N.A., as Administrative Agent for the Lenders (in such capacity, the Administrative Agent), Swing Line Lender and L/C Issuer.

Consent Agreement (June 6th, 2016)

This CONSENT AGREEMENT (this Consent), is made and entered into as of April 26, 2016, by and among TALEN ENERGY SUPPLY, LLC, a Delaware limited liability company (the Borrower), CITIBANK, N.A., as administrative agent (in such capacity, together with any permitted successor thereto, the Administrative Agent) and as collateral trustee (in such capacity, together with any permitted successor thereto, the Collateral Trustee), and each of the undersigned Lenders (as defined herein).

Consent Agreement (June 6th, 2016)

This CONSENT AGREEMENT (this Consent), is made and entered into as of April 26, 2016, by and among TALEN ENERGY SUPPLY, LLC, a Delaware limited liability company (the Borrower), CITIBANK, N.A., as administrative agent (in such capacity, together with any permitted successor thereto, the Administrative Agent) and as collateral trustee (in such capacity, together with any permitted successor thereto, the Collateral Trustee), and each of the undersigned Lenders (as defined herein).

Consent Agreement and Amendment (June 2nd, 2016)

THIS CONSENT AGREEMENT AND AMENDMENT dated as of March 11, 2016 (this "Agreement") is entered into among Tech Data Corporation, a Florida corporation (the "Lessee"), SunTrust Bank, a Georgia banking corporation (the "Lessor"), the Lenders party hereto, the Alternative Lessees party hereto, the Guarantors party hereto and SunTrust Equity Funding, LLC, as agent (the "Agent"). All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Participation Agreement (as defined below).

Consent Agreement (May 6th, 2016)

This CONSENT AGREEMENT (the "Agreement"), dated as of January 21, 2016, is entered into among INTERNATIONAL SHIPHOLDING CORPORATION, a Delaware corporation ("ISC"), ENTERPRISE SHIP COMPANY, INC., a Delaware corporation ("Enterprise"), SULPHUR CARRIERS, INC., a Delaware corporation ("Sulphur Carriers"), CG RAILWAY, INC., a Delaware corporation ("CG Railway"), CENTRAL GULF LINES, INC., a Delaware corporation ("Central Gulf"), WATERMAN STEAMSHIP CORPORATION, a New York corporation ("Waterman"), COASTAL CARRIERS, INC., a Delaware corporation ("Coastal"), N.W. JOHNSEN & CO., INC., a New York corporation ("NWJ"), LMS SHIPMANAGEMENT, INC., a Louisiana corporation ("LMS"), U.S. UNITED OCEAN SERVICES, LLC, a Florida limited liability company ("UOS"), MARY ANN HUDSON, LLC, a Delaware limited liability company ("MAH"), SHEILA MCDEVITT, LLC, a Delaware limited liability company ("SAM"), TOWER, LLC, an Alabama limited liability company ("Tower"), FRASCATI SHOPS, INC., an Alabama corporation ("Frasc

Hanover Capital Mortgage Holdings, Inc. – Fourth Amended and Restated Consent Agreement (May 3rd, 2016)

This Fourth Amended and Restated Consent Agreement (this "Agreement"), made this 16th day of March, 2016 (the "Execution Date"), but dated effective as of January 17, 2014 (the "Effective Date"), is by and among the Federal Home Loan Mortgage Corporation a corporate instrumentality of the United States ("Freddie Mac"), Ditech Financial LLC, a limited liability company, formed and existing under the laws of the State of Delaware, whose chief executive office is located at 3000 Bayport Drive, Suite 880, Tampa, Florida 33607 ("Servicer"), Green Tree Advance Receivables III LLC, a special purpose entity formed as a Delaware limited liability company wholly owned by Servicer ("Depositor"), Green Tree Agency Advance Funding Trust I, a Delaware statutory trust with Depositor as its sole owner ("Assignee"), Wells Fargo Bank, N.A., not in its individual capacity but solely as indenture trustee ("Indenture Trustee") for the Secured Parties (defined below), and Barclays Bank PLC, not i