Consent and Waiver of Change of Ownership

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This Consent and Waiver of Change of Ownership is for use by a creditor when it must consent to a borrower's acquisition and waive any default provisions it has against the original borrower. This document sets out the specifics of the agreement including the names of all parties and creditor's willingness to consent to both acquisition and waiver. It is imperative that this type of business arrangement be set out in writing.

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This Consent and Waiver of Change of Ownership is between a creditor and borrower in which creditor agrees to consent to acquisition of borrower and to waive any borrower default. This document sets out the specific terms of this arrangement including the names of all parties, the amount of credit extended and creditor’s willingness to consent to borrower’s change of ownership. It is imperative that this Consent and Waiver of Change of Ownership be memorialized in writing in the event there are disagreements or disputes between the parties.

This Consent and Waiver of Change of Ownership includes the following provisions:
  • Borrower/Type of Agreement: Sets out the name of the borrower, the type of credit agreement, name of creditor and amount of credit extended;
  • Party Acquiring Control: The name of the party who has acquired control of all stock of the borrower;
  • Default: Sets out that under the original credit agreement the acquisition of borrower constitutes a default unless prior written consent is obtained from creditor;
  • Consent to Acquisition: Borrower requests that creditor consent to the acquisition and waive any default and creditor agrees to this consent and waiver;
  • Signature: The creditor must date and sign this agreement.

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This attorney-prepared packet contains:
  1. General Instructions
  2. Consent and Waiver of Change of Ownership
State Law Compliance: This form complies with the laws of all states
This is the content of the form and is provided for your convenience. It is not necessarily what the actual form looks like and does not include the information, instructions and other materials that come with the form you would purchase. An actual sample can also be viewed by clicking on the "Sample Form" near the top left of this page.
 
 
Consent and Waiver

 

TO:   [Name of Borrower]
WHEREAS:
(A)   Pursuant to a [Type of Agreement (ie. Loan Agreement)] (the "Credit Agreement") dated [Date of Agreement (ie. July 31, 2002)] between [Name of Creditor] (the "Creditor") and [Name of Borrower] (the "Borrower"), the Creditor extended a credit facility to the Borrower in the amount of [Amount of Credit Facility (ie. $100,000.00)];
(B)   On or about the date hereof, [Name of Party Acquiring Control of Borrower] acquired all of the issued and outstanding capital stock of the Borrower (the "Acquisition");
(C)   Under the terms of the Credit Agreement, the Acquisition constitutes a default (the "Default"), unless the prior written consent of the Creditor is obtained;
(D)   The Borrower has requested that the Creditor consent to the Acquisition and waive the Default; and
(E)   The Creditor is willing to consent to the Acquisition and to waive the Default subject to the terms and conditions of this Consent and Waiver;
NOW THEREFORE in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:
1.   The Creditor hereby consents to the Acquisition and waives the Default.
2.   Nothing contained in this Consent and Waiver shall be construed or interpreted as constituting (i) a consent by Creditor to any other transaction or event other than the Acquisition, or (ii) a waiver of any breach by Borrower of any term or condition of the Credit Agreement; or (iii) a waiver of any right to terminate the Credit Agreement other than the Default.
3.   Except as specifically set forth herein, no other changes or modifications to the Credit Agreement are intended or implied, and in all other respects the Credit Agreement remains in full force and effect in accordance with its terms as of the date hereof.  To the extent that any term or provision of this Consent and Waiver conflicts with any term or provision of the Credit Agreement, the term or provision of this Consent and Waiver shall control.
4.   This Consent and Waiver shall be binding upon and inure to the benefit of each of the parties hereto and their respective successors and assigns.
5.   This Consent and Waiver may be executed in any number of counterparts, all of which counterparts when taken together shall constitute one and the same agreement.
6.   This Consent and Waiver and the rights and obligations hereunder of each of the parties hereto shall be governed by and interpreted and determined in accordance with the laws of the State of [State (ie. California)], without giving effect to conflicts of laws principles.
7.   TO THE EXTENT LEGALLY PERMISSIBLE, BOTH BORROWER AND CREDITOR WAIVE ALL RIGHT TO TRIAL BY JURY AND ANY LITIGATION RELATING TO TRANSACTIONS UNDER THIS CONSENT AND WAIVER AND THE CREDIT AGREEMENT, WHETHER SOUNDING IN CONTRACT, TORT OR OTHERWISE.
Dated this _____ day of ____________________, 20_____.
 
 
 
[NAME OF CREDITOR]
 
 
 
 
Per:
 
 
 
 
Name:   
Title:   
 
Number of Pages4
DimensionsDesigned for Letter Size (8.5" x 11")
EditableYes (.doc, .wpd and .rtf)
UsageUnlimited number of prints
Product number#28956
This is the content of the form and is provided for your convenience. It is not necessarily what the actual form looks like and does not include the information, instructions and other materials that come with the form you would purchase. An actual sample can also be viewed by clicking on the "Sample Form" near the top left of this page.
 
 
Consent and Waiver

 

TO:   [Name of Borrower]
WHEREAS:
(A)   Pursuant to a [Type of Agreement (ie. Loan Agreement)] (the "Credit Agreement") dated [Date of Agreement (ie. July 31, 2002)] between [Name of Creditor] (the "Creditor") and [Name of Borrower] (the "Borrower"), the Creditor extended a credit facility to the Borrower in the amount of [Amount of Credit Facility (ie. $100,000.00)];
(B)   On or about the date hereof, [Name of Party Acquiring Control of Borrower] acquired all of the issued and outstanding capital stock of the Borrower (the "Acquisition");
(C)   Under the terms of the Credit Agreement, the Acquisition constitutes a default (the "Default"), unless the prior written consent of the Creditor is obtained;
(D)   The Borrower has requested that the Creditor consent to the Acquisition and waive the Default; and
(E)   The Creditor is willing to consent to the Acquisition and to waive the Default subject to the terms and conditions of this Consent and Waiver;
NOW THEREFORE in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:
1.   The Creditor hereby consents to the Acquisition and waives the Default.
2.   Nothing contained in this Consent and Waiver shall be construed or interpreted as constituting (i) a consent by Creditor to any other transaction or event other than the Acquisition, or (ii) a waiver of any breach by Borrower of any term or condition of the Credit Agreement; or (iii) a waiver of any right to terminate the Credit Agreement other than the Default.
3.   Except as specifically set forth herein, no other changes or modifications to the Credit Agreement are intended or implied, and in all other respects the Credit Agreement remains in full force and effect in accordance with its terms as of the date hereof.  To the extent that any term or provision of this Consent and Waiver conflicts with any term or provision of the Credit Agreement, the term or provision of this Consent and Waiver shall control.
4.   This Consent and Waiver shall be binding upon and inure to the benefit of each of the parties hereto and their respective successors and assigns.
5.   This Consent and Waiver may be executed in any number of counterparts, all of which counterparts when taken together shall constitute one and the same agreement.
6.   This Consent and Waiver and the rights and obligations hereunder of each of the parties hereto shall be governed by and interpreted and determined in accordance with the laws of the State of [State (ie. California)], without giving effect to conflicts of laws principles.
7.   TO THE EXTENT LEGALLY PERMISSIBLE, BOTH BORROWER AND CREDITOR WAIVE ALL RIGHT TO TRIAL BY JURY AND ANY LITIGATION RELATING TO TRANSACTIONS UNDER THIS CONSENT AND WAIVER AND THE CREDIT AGREEMENT, WHETHER SOUNDING IN CONTRACT, TORT OR OTHERWISE.
Dated this _____ day of ____________________, 20_____.
 
 
 
[NAME OF CREDITOR]
 
 
 
 
Per:
 
 
 
 
Name:   
Title:   
 
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