Common use of Certain Agreements Clause in Contracts

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Appears in 11 contracts

Samples: Receivables Purchase Agreement (Knight-Swift Transportation Holdings Inc.), Receivables Purchase Agreement (Knight-Swift Transportation Holdings Inc.), Receivables Purchase Agreement (Knight-Swift Transportation Holdings Inc.)

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Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Member” (as defined in the Seller’s operating agreement).

Appears in 10 contracts

Samples: Receivables Purchase Agreement (Fleetcor Technologies Inc), Receivables Purchase Agreement (Fleetcor Technologies Inc), Receivables Purchase Agreement (Fleetcor Technologies Inc)

Certain Agreements. Without the prior written consent of the Administrator and or except as otherwise permitted under the Majority Purchaser Agentsrelevant Transaction Document, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires certificate of formation or limited liability company agreement except to the consent of the “Independent Manager”extent permitted thereby.

Appears in 9 contracts

Samples: Receivables Purchase Agreement (Vistra Corp.), Receivables Purchase Agreement (Vistra Corp.), Receivables Purchase Agreement (Vistra Corp.)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Director” (as such term is used in the Seller’s limited liability company agreement).

Appears in 7 contracts

Samples: Receivables Purchase Agreement (LyondellBasell Industries N.V.), Receivables Purchase Agreement (Celanese Corp), Receivables Purchase Agreement (LyondellBasell Industries N.V.)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller’s certificate of formation or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Appears in 7 contracts

Samples: Receivables Purchase Agreement (Peabody Energy Corp), Receivables Purchase Agreement (Peabody Energy Corp), Receivables Purchase Agreement (Peabody Energy Corp)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not agree with any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent certificate of the “Independent Manager”incorporation or by-laws.

Appears in 6 contracts

Samples: Receivables Purchase Agreement (Wesco International Inc), Receivables Purchase Agreement (Wesco International Inc), Receivables Purchase Agreement (Wesco International Inc)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”incorporation or by-laws.

Appears in 6 contracts

Samples: Receivables Purchase Agreement (Imo Industries Inc), Receivables Purchase Agreement (Commonwealth Industries Inc/De/), Receivables Purchase Agreement (Pittston Co)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent certificate of the “Independent Manager”.incorporation or by-laws;

Appears in 6 contracts

Samples: Receivables Purchase Agreement (Ugi Corp /Pa/), Purchase and Sale Agreement (Ugi Corp /Pa/), Receivables Purchase Agreement (Ugi Corp /Pa/)

Certain Agreements. Without the prior written consent of the Administrator Administrative Agent and the Majority Purchaser Group Agents, the Seller will not (and will not permit any Originator or the Servicer to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Director” (as such term is used in the Seller’s Certificate of Formation and Limited Liability Company Agreement).

Appears in 5 contracts

Samples: Receivables Purchase Agreement (Ashland Inc.), Receivables Purchase Agreement (DXC Technology Co), Receivables Purchase Agreement (Ashland Inc.)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent certificate of the “Independent Manager”incorporation or by-laws.

Appears in 5 contracts

Samples: Receivables Purchase Agreement (Worthington Industries Inc), Receivables Purchase Agreement (Airgas Inc), Receivables Purchase Agreement (Airgas Inc)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”incorporation or by-laws.

Appears in 5 contracts

Samples: Receivables Purchase Agreement (York International Corp /De/), Receivables Purchase Agreement (York International Corp /De/), Receivables Purchase Agreement (Wesco International Inc)

Certain Agreements. Without the prior written consent of the Administrator Administrative Agent and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit any Originator or the Servicer to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager” (as such term is used in the Seller’s Certificate of Formation and Limited Liability Company Agreement).

Appears in 5 contracts

Samples: Receivables Purchase Agreement (Harsco Corp), Receivables Purchase Agreement (Centric Brands Inc.), Receivables Purchase Agreement (Centric Brands Inc.)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators or the Transferor to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Director” (as defined in the Seller’s LLC Agreement).

Appears in 4 contracts

Samples: Receivables Purchase Agreement (Arch Coal Inc), Receivables Purchase Agreement (Arch Coal Inc), Receivables Purchase Agreement (Arch Coal Inc)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”documents.

Appears in 4 contracts

Samples: Receivables Purchase Agreement (TransDigm Group INC), Receivables Purchase Agreement (Cloud Peak Energy Inc.), Receivables Purchase Agreement (Cloud Peak Energy Inc.)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAgents (or each Purchaser Agent if expressly provided elsewhere in any Transaction Document), the Seller will not amend, modify, waive, revoke or terminate (or consent to any of the foregoing) (i) any Transaction Document to which it is a party or (ii) any provision of the Seller’s organizational documents which requires the consent of the “Independent ManagerDirector”.

Appears in 3 contracts

Samples: Receivables Purchase Agreement (Targa Resources Corp.), Receivables Purchase Agreement (Targa Resources Partners LP), Receivables Purchase Agreement (Targa Resources Partners LP)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Director” (as defined in the Seller’s LLC Agreement).

Appears in 3 contracts

Samples: Receivables Purchase Agreement (Owens Corning), Receivables Purchase Agreement (Owens Corning), Receivables Purchase Agreement (Owens Corning)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller’s certificate of formation, limited liability company agreement or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Appears in 3 contracts

Samples: Receivables Purchase Agreement (Consol Energy Inc), Receivables Purchase Agreement (Consol Energy Inc), Receivables Purchase Agreement (Kansas City Power & Light Co)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”incorporation or by-laws.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Royal Appliance Manufacturing Co), Receivables Purchase Agreement (Royal Appliance Manufacturing Co)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”.incorporation or by-laws;

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Carpenter Technology Corp), Receivables Purchase Agreement (Ugi Corp /Pa/)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller's certificate of incorporation or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Peabody Energy Corp), Receivables Purchase Agreement (Peabody Energy Corp)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s 's organizational documents which requires the consent of the "Independent Manager”Director" (as defined in the Seller's limited liability company agreement).

Appears in 1 contract

Samples: Receivables Purchase Agreement (Eagle Materials Inc)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit any Originator or BPI to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent certificate of the “Independent Manager”incorporation or by-laws.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Bearingpoint Inc)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchaser, the Seller will not (and will not permit any Originator or the Master Servicer to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager” (as such term is used in the Seller’s Certificate of Formation and Limited Liability Company Agreement).

Appears in 1 contract

Samples: Receivables Purchase Agreement (StarTek, Inc.)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller's certificate of formation, limited liability company agreement or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Consol Energy Inc)

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Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.terminate

Appears in 1 contract

Samples: Receivables Purchase Agreement (Avantor, Inc.)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.limited liability company agreement or by-laws;

Appears in 1 contract

Samples: Receivables Purchase Agreement (Moog Inc)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager” (as defined in the Seller’s operating agreement).

Appears in 1 contract

Samples: Receivables Purchase Agreement (Alpha Natural Resources, Inc.)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators or the Transferor to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Director” (as defined in the Seller’s LLC Agreement).

Appears in 1 contract

Samples: Receivables Purchase Agreement (Arch Coal Inc)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit any Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller's certificate of formation, limited liability company agreement or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Appears in 1 contract

Samples: Receivables Purchase Agreement (CSS Industries Inc)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit the Originator to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”formation or limited liability company agreement.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Louisville Gas & Electric Co /Ky/)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”Director” (as such term is used in the Seller’s Certificate of Incorporation and By-Laws).

Appears in 1 contract

Samples: Receivables Purchase Agreement (Meritor Inc)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent certificate of the “Independent Manager”incorporation, by-laws or code of regulations, as applicable.

Appears in 1 contract

Samples: Receivables Purchase Agreement (American Greetings Corp)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent ManagerDirector”.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Avantor, Inc.)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.Member” (as defined in the Seller’s operating agreement); provided the Administrator and the Majority Purchaser Agents consent to the Amended and Restated Limited Liability Agreement of the Seller dated the First Omnibus Amendment Effective Date. (n)

Appears in 1 contract

Samples: Purchase and Sale Agreement (Cooper Tire & Rubber Co)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsAdministrator, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”documents).

Appears in 1 contract

Samples: Receivables Purchase Agreement (Moog Inc)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”documents.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Patriot Coal CORP)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser AgentsPurchasers, the Seller will not (and will not permit any Originator, Greetings or AGSC to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent 's certificate of the “Independent Manager”incorporation or by- laws.

Appears in 1 contract

Samples: Receivables Purchase Agreement (American Greetings Corp)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller's certificate of formation or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Peabody Energy Corp)

Certain Agreements. Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not (and will not permit the Originators to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of Seller’s certificate of formation or other organizational document of the Seller’s organizational documents which requires the consent of the “Independent Manager”.. a Material Adverse Effect; or (C) litigation or proceeding relating to any Transaction Document;

Appears in 1 contract

Samples: Receivables Purchase Agreement (Peabody Energy Corp)

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