Consent Costs means the direct and indirect financial cost (whether through the payment of consent, waiver or other fees, the reimbursement of out-of-pocket costs and expenses of any person or any change in financial terms of the Indenture or the Credit Agreement, as applicable) to the New Investor or its Affiliates or the Company or any of its subsidiaries incurred or payable in connection with obtaining requisite approval of the Indenture Amendments and the Bank Amendments, as applicable; provided that Consent Costs shall not include (1) the reasonable fees and expenses of any dealer manager/solicitation agent for the consent solicitation in respect of the Indenture Amendments, (2) reimbursement of the reasonable out-of-pocket expenses of the Credit Agreement Parties (other than the Company and its affiliates) payable pursuant to the terms of the Credit Agreement, as in effect on the date hereof, (3) the reimbursement of the reasonable out-of-pocket expenses of the Trustee incurred in connection with the Indenture Amendments, (4) the payment of reasonable fees and expenses of the New Investor in connection with the transactions contemplated hereby or by the Secondary Share Purchase Agreement and (5) the payment of reasonable fees and expenses for counsel to the Company, the Special Committee of the Company, Blackstone and Wassxxxxxxx xx connection with the transactions contemplated hereby or by the Secondary Share Purchase Agreement.
Consent Costs means any liabilities, damages, losses, penalties, expenses or costs incurred in connection with obtaining any consents, waivers or amendments described in Section 5.14 (but not including the fees, costs and expenses of a party’s advisors, accountants or counsel related thereto which shall in be paid in all events by such party) including the net present value (using a 10% discount rate) of any future economic impact resulting in connection with such consents, waivers or amendments.
Consent Costs has the meaning set forth in the Purchase Agreement.
Examples of Consent Costs in a sentence
Notwithstanding anything to the contrary set forth in the Agreement: (a) Seller shall bear 50% of the Consent Costs and Purchaser shall bear 50% of the Consent Costs; provided, that in no event shall the Purchaser’s portion of the Consent Costs exceed $5,000, and (b) Seller shall bear 20% of the cost of a survey and owner’s title insurance and Purchaser shall bear 80% of the cost of a survey and owner’s title insurance.
More Definitions of Consent Costs
Consent Costs means the sum of all Loan Consent Costs, Franchisor Consent Costs, Ground Lessor Consent Costs and Preferred Equity Consent Costs, but specifically excluding PIP Costs.
Consent Costs means the direct and indirect financial cost (whether through the payment of consent, waiver or other fees, the reimbursement of out-of-pocket costs and expenses of any person or any change in financial terms of the Indenture or the Credit Agreement, as applicable) to the New Investor or its affiliates or the Company or any of its subsidiaries incurred or payable in connection with obtaining requisite approval of the Indenture Amendments and the Bank Amendments, as applicable; provided that Consent Costs shall not include (1) the reasonable fees and expenses of any dealer manager/solicitation agent for the consent solicitation in respect of the Indenture Amendments, (2) reimbursements of the reasonable out-of-pocket expenses of the Credit Agreement Parties (other than the Company and its affiliates) payable pursuant to the terms of the Credit Agreement, as in effect on the date hereof, (3) the reimbursement of the reasonable out-of-pocket expenses of the Trustee incurred in connection with the Indenture Amendments, (4) the payment of reasonable fees and expenses of the New Investor in connection with the transactions contemplated hereby or by
Consent Costs. – means all costs paid or coming due after the Effective Time associated with securing consents from third party vendors that to Provider’s knowledge are required to provide the Services to the Recipient Parties.
Consent Costs has the meaning set forth in Section 8.4.
Consent Costs shall have the meaning set forth in Section 6.04(a).
Consent Costs means fees or out-of-pocket expenses charged by third-party advisors to the Seller or the Company in connection with their obtaining consents or approvals required to consummate the transactions contemplated by this Agreement.