Common use of Assigned Interest Clause in Contracts

Assigned Interest. Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Tesoro Corp /New/)

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Assigned Interest. Assignor[s]6 Assignee[s]7 Commitment/ Loans Assigned8 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment/ Loans of for all Lenders Lenders9 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment Loans10 $ [___] $ [___] ___% $ [___] $ [___] ___% $ [___] $ [___] ___% Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ______________________]11 Effective Date: ____, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: 6 List each Assignor, as appropriate. 7 List each Assignee, as appropriate. 8 Fill in Class (Consents begin on following pageand Series or Extension Series, as applicable) [of Commitment/Loans being assigned. 9 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. “All Lenders” refers to all Lenders under the applicable Class (and Series or Extension Series, as applicable). 10 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders under the applicable Class (and Series or Extension Series, as applicable). 11 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank Administrative Agent [, Letter of Credit Issuer and Swingline Lender]12 By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: Consented to: [RBC BEARINGS INCORPORATED] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: Consented to: [ROLLER BEARING COMPANY OF AMERICA, INC.] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included 12 Reference to the extent applicable Letter of Credit Issuer and Swingline Lender required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) for an assignment of the Revolving Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit AgreementCommitments. ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ACCEPTANCE STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE

Appears in 1 contract

Samples: Credit Agreement (RBC Bearings INC)

Assigned Interest. Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment / Loans of all Lenders Assignor prior to Trade Date Amount of Tranche 1 Commitment/Tranche 1 Commitment / Loans of Assignee prior to Trade Date Amount of Commitment / Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Commitment / Loans of all Lenders Assignor after Trade Date Amount of Commitment / Loans of Assignee after Trade Date $ $ % $ $ % $ $ % Aggregate Amount of Tranche [0.Xxxxx Date: ______________]2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR[NAME OF ASSIGNOR]By:Name:Title: ASSIGNEE[NAME OF ASSIGNEE]By:Name:Title: [NAME OF ASSIGNOR] By: Consented to and]3 Accepted:Credit Suisse AG, Cayman Islands Branch, asAdministrative AgentBy:__________________________________ Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to 2To be completed if the Assignor and Accepted]1: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents the Assignee intend that the minimum assignment amount is to be included to determined as of the extent Trade Date.3To be added only if the consent of the Borrower is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank Consented to:]4 BLACK HILLS CORPORATION By: :_____________________________ Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as ______________________ 4 To be added only if the consent of the Borrower By: Name: Title: ] 2 Consent to be included to the extent is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement Assignment and Assumption STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Black Hills Corp /Sd/)

Assigned Interest. Facility Assigned2 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders* Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned* Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans3 $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ______________]4 Effective Date: _____________ ___, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: :______________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: :______________________________ Title: (Consents begin on following page) [Consented to and Accepted]1and]5 Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative AgentAgent By_________________________________ Title: [Consented to:]6 [BANK OF AMERICA, and an Issuing BankN.A., as L/C Issuer][and Swing Line Lender] By: Name: ________________________________ Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank L/C Issuer] By: Name: ________________________________ Title: ] [BANK OF AMERICAJPMORGAN CHASE BANK, N.A., as an Issuing Bank L/C Issuer] By: Name: ________________________________ Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANKMUFG UNION BANK, N.A., as an Issuing Bank L/C Issuer] By: Name: ________________________________ Title: [________________, as L/C Issuer] By________________________________ Title: [VECTREN UTILITY HOLDINGS, INC.] By________________________________ Title: 1 Consents Select as applicable. 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” etc.) * Amount to be included adjusted by the counterparties to take into account any payments or prepayments made between the extent Trade Date and the Effective Date. 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 4 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. 5 To be added only if the consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Vectren Utility Holdings Inc)

Assigned Interest. Assignor[s]8 Assignee[s]9 Facility Assigned10 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders11 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans12 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount [8. Trade Date: ]13 8 List each Assignor, as appropriate. 9 List each Assignee, as appropriate. 10 Fill in the appropriate terminology for the Facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Term B-1 Loans or Term B-2 Loans”, “Revolving Credit Commitment”, “Refinancing Term Loans”, “Extended Term Loans”, etc.). 11 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 12 Set forth, to at least 9 decimals, as a percentage of Tranche 2 Commitmentsthe Commitment/Tranche 2 Loans of all Lenders Amount thereunder. 13 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]14 Accepted for Recordation in the Register: JPMORGAN CHASE BANK, N.A.THE BANK OF NOVA SCOTIA, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATIONConsented to:]15 THE BANK OF NOVA SCOTIA, as an Issuing Bank L/C Issuer By: Name: Title: ] 14 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement. 15 To be added only if the consent of L/C Issuer is required by the terms of the Credit Agreement. [Consented to:]16 THE BANK OF AMERICA, N.A.NOVA SCOTIA, as an Issuing Bank Swing Line Lender By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank Consented to]:17 CABLE & WIRELESS LIMITED By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 16 To be included to added only if the extent consent of the Swing Line Lender is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Liberty Global PLC)

Assigned Interest. Assignor[s]8 Assignee[s]9 Facility Assigned10 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders11 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans12 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective [8. Trade Date: ]13 Operative Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 8 List each Assignor, as appropriate. 9 List each Assignee, as appropriate. 10 Fill in the appropriate terminology for the types (and, if not already necessary, Class) of facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g., Term A Dollar Loans, Term A Euro Loans, Term B Dollar Loans, Term B Euro Loans, U.S. Revolving Credit Commitments, Japanese Revolving Credit Commitments, Swiss/Multicurrency Revolving Credit Commitments, Incremental Term Loans, Incremental Revolving Credit Commitments, Other Term Loans, Other Revolving Credit Loans, a Lendergiven Extension Series of Extended Term Loans, agrees to deliver a given Extension Series of Extended Revolving Credit Commitments, etc.). 11 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Operative Date. 12 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 13 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]14 Accepted for Recordation in the Register: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative AgentAgent By: Name: Title: [, and an Issuing BankConsented to:]15 [L/C Issuer] By: Name: Title: 14 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement. 15 To be added only if the consent of L/C Issuer is required by the terms of the Credit Agreement. [Consented to:]16 [Swing Line Lender] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank Consented to]:17 IQVIA INC. By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 16 To be included to added only if the extent consent of the Swing Line Lender is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Iqvia Holdings Inc.)

Assigned Interest. Assignor[s]4 Assignee[s]5 Facility Assigned 6 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of Commitment for all Lenders Lenders7 Amount of Tranche 1 Commitment/Tranche 1 Loans Commitment Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment 8 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ] 9 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 4 List each Assignor, as appropriate. 5 List each Assignee, if not already a Lenderas appropriate. 6 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, agrees to deliver etc.). 7 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8 Set forth, to at least 9 decimals, as a percentage of the Commitment of all Lenders thereunder. 9 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available determined as of the Trade Date. Form of Assignment and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) Assumption The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and] 10 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank Consented to:] 11 By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 10 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK11 To be added only if the consent of the Borrower and/or other parties (e.g. Swing Line Lender, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent L/C Issuer) is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. Form of Assignment and Assumption ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION [ ] 12 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Hologic Inc)

Assigned Interest. Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Company, the other Loan Parties and their Related Parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: :______________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: :______________________________ Title: (Consents begin on following page) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. [Consented to and Accepted]1and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] Bank and as Swingline Lender]4 By: Name: _________________________________ Title: [XXXXX FARGO BANKConsented to:]5 [NAME OF RELEVANT PARTY] By________________________________ Title: 4 To be added only if the consent of the Administrative Agent, NATIONAL ASSOCIATIONIssuing Bank or Swingline Lender, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICAapplicable, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an 5 To be added only if the consent of the Borrower Representative and/or other parties (e.g. Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent Bank) is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (G Iii Apparel Group LTD /De/)

Assigned Interest. Facility Assigned7 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders* Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned* Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans8 $ $ % $ $ % $ $ % Aggregate [7. Trade Date: ______________]9 _____________________________ 7 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. "Revolving Commitment," "Term Loan Commitment," etc.) * Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8Set forth, to at least 9 decimals, as a percentage of Tranche 2 Commitmentsthe Commitment/Tranche 2 Loans of all Lenders Amount thereunder. 9To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]10Accepted: JPMORGAN CHASE BANK, N.A., N.A. as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO Consented to]11: [JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, N.A. as an Issuing Bank L/C Issuer][and Swing Line Lender] By: Name: Title: [CADENCE DESIGN SYSTEMS, INC., a Delaware corporation] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents _____________________________________________________________________________________________ 10 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be included to determined as of the extent Trade Date. 11To be added only if the consent of the Borrower and/or other parties (e.g. L/C Issuer) is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Cadence Design Systems Inc)

Assigned Interest. Facility Assigned1 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of all Lenders Lenders2 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned3 Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Lenders4 $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]5 Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee1 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Initial Term Loans”, if not already “Incremental Term Loans” , “Extended Term Loans”, “Revolving Credit Commitments”, “Incremental Revolving Credit Commitments”, “Extended Revolving Credit Commitments”, “ Other Revolving Credit Commitments”, etc.). Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 2 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date 3 Except in the cases of an assignment to a Lender, agrees an Affiliate of a Lender or an Approved Fund or an assignment of the entire remaining amount of the assigning Lender’s Commitment or Loans of any class, the amount shall not be less than $5,000,000 (in the case of a Revolving Credit Loan or Revolving Credit Commitment) or, $1,000,000 (in the case of a Term Loan), and shall be in increments of $1,000,000 (in the case of each Revolving Credit Loan or Revolving Credit Commitment) or $1,000,000 (in the case of Term Loans) in excess thereof. 4 Set forth, to deliver to at least 8 decimals, as a percentage of the Administrative Agent a Commitment/Loans of all Lenders thereunder. 5 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A.], as Administrative Agent[, and an Issuing Bank] Assignor By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATIONNAME OF ASSIGNEE], as an Issuing Bank Assignee By: Name: Title: ] [Consented to and]6 Accepted: DEUTSCHE BANK OF AMERICA, N.A.AG NEW YORK BRANCH, as an Issuing Bank Administrative Agent[, Swing Line Lender and L/C Issuer]7 8 By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) 6 No consent of the Credit Agreement. [MIZUHO BANKAdministrative Agent shall be required for an assignment of a Term Loan to a Lender, LTDan Affiliate of a Lender or an Approved Fund., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Hilton Grand Vacations Inc.)

Assigned Interest. Assignor[s]4 Assignee[s]5 Facility Assigned6 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders7 Amount of Tranche 1 Commitment/Tranche 1 Commitment / Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans8 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]9 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 4 List each Assignor, as appropriate. 5 List each Assignee, if not already a Lenderas appropriate. 6 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment”, agrees to deliver “Term Commitment”, etc.). 7 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 9 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]10 Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank Consented to:]11 By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 10 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK11 To be added only if the consent of the Borrower and/or other parties (e.g. Swingline Lender, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent L/C Issuer) is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Appears in 1 contract

Samples: Credit Agreement (Ixia)

Assigned Interest. Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of [Commitments / Revolving Credit Exposures]2 for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage [Commitment / Revolving Credit Exposure]2 Assigned3 Percentage4 Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of [Commitments / Revolving Credit Exposures]2 for all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: _______________, 20__]5 Effective Date: _______________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee2 Use “Revolving Credit Exposure[s]” if the Commitments have been terminated; otherwise, use “Commitment[s].” 3 Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 4 Set forth, to at least 9 decimals, as a percentage of the Commitments / Revolving Credit Exposures of all Lenders thereunder. 5 To be completed if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and] Accepted: JPMORGAN CHASE BANK, N.A.KEYBANK NATIONAL ASSOCIATION, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank Consented to: AVISTA CORPORATION By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to ]6 6 To be included to the extent if such consent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS XXXXX 0 XXXXXXXX XXXXX AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Avista Corp)

Assigned Interest. Facility Aggregate Amount of Tranche 1 Commitments/Tranche 1 Revolving Credit Commitments/ Loans of for all Lenders Lenders2 Amount of Tranche 1 CommitmentRevolving Credit Commitments/ Loans/Tranche 1 Loans Assigned Assigned3 Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Revolving Credit Commitments/Tranche 2 Loans of for all Lenders Amount of Tranche 2 Commitment/Tranche 2 Xxxxxxx0 CUSIP Number Revolving Credit Commitments/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ $[ ] $/[Currency] % Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver 1 Select as applicable 2 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Closing Date and the Trade Date. 3 Must comply with Section 10.7(b)(i) of the Credit Agreement. 4 Set forth, to at least 9 decimals, as a completed Administrative Questionnaire in which percentage of the Assignee designates one or more credit contacts to whom Revolving Credit Commitments/Loans of all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsLenders. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]5 Accepted: JPMORGAN CHASE BANK, N.A.U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANKConsented to:]6 ONEBEACON INSURANCE GROUP, NATIONAL ASSOCIATION, as an Issuing Bank LTD. By: Name: Title: ] [BANK OF AMERICA, N.A.Consented to:]7 [____________________], as an Issuing Bank Lender By: Name: Title: ] [BARCLAYS BANK PLC, as 5 Not required if the Assignee is a Lender or an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) Affiliate of the Credit AgreementAssignor. [MIZUHO BANK6 Not required if a Specified Event of Default has occurred and is continuing or if the Assignee is a Lender, LTD., as an Affiliate of a Lender or an Approved Fund. 7 Include consents of each Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent Lender if required pursuant to be included to the extent required by Sections 9.04(b)(i)(ASection 10.7(b)(iii) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (OneBeacon Insurance Group, Ltd.)

Assigned Interest. Facility Assigned3 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned4 Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans5 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ______________]6 Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption Agreement are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: :______________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: :______________________________ Title: 3 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (Consents begin on following pagee.g. “Revolving Commitment,” “Term Commitment,” etc.) [Consented * Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and Accepted]1the Effective Date. 5 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 6 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Accepted: JPMORGAN CHASE BANK, N.A.KEYBANK NATIONAL ASSOCIATION, as Administrative Agent[, and an Issuing Bank] Agent By: :______________________________________ Name: Title: [XXXXX FARGO BANKDIGITALOCEAN, NATIONAL ASSOCIATIONLLC, as an Issuing Bank the Borrower]7 By: :______________________________________ Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [7 If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreementrequired. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONAGREEMENT

Appears in 1 contract

Samples: Credit Agreement (DigitalOcean Holdings, Inc.)

Assigned Interest. Facility Assigned22Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., “Revolving Commitment,” “Term Loan Commitment,” etc.) Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loansfor all Lenders Amount of Commitment/Loans Assigned Percentage AssignedofCommitment/Loans33Set forth, to at least 9 decimals, as a percentage of the applicable Commitment/Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders thereunder. $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Borrower, the other Loan Parties and their Related Parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME ASSIGNOR[NAME OF ASSIGNOR] ByASSIGNOR]By: Name: ___________________________Title: ASSIGNEE [NAME ASSIGNEE[NAME OF ASSIGNEE] ByASSIGNEE]By: Name: ___________________________Title: (Consents begin on following page) [Consented to and Accepted]1: and]44To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement. Accepted:JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] ByasAdministrative AgentBy: Name: ___________________________Title: [XXXXX FARGO BANKConsented to:]55To be added only if the consent of the Borrower and/or other parties (e.g., NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent Banks) is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank ByAgreement.[NAME OF RELEVANT PARTY]By: Name: ___________________________Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONFOR

Appears in 1 contract

Samples: Lease Agreement (Four Corners Property Trust, Inc.)

Assigned Interest. 1 Select as applicable. Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders Loans2 $ $ % $ $ % $ $ % Effective Date: __________ ____, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) __________________________ 2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A., as [Administrative Agent[, Agent,]3 Swingline Lender and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to XXXXX FARGO BANK, NATIONAL ASSOCIATION as an Issuing Bank By: Name: Title: ______________ 3 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(Cthe terms of the Credit Agreement (See Section 9.04(b) of the Credit Agreement). [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE ROYAL BANK OF TOKYO-MITSUBISHI UFJ, LTD.SCOTLAND PLC, as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO to:]4 VALERO ENERGY CORPORATION, as Borrower By: Name: Title: ] 2 Consent to _________________ 4 To be included to added only if the extent consent of the Borrower is required by Sections 9.04(b)(i)(Athe terms of the Credit Agreement. (See Section 9.04(b) of the Credit Agreement). ANNEX 1 to Exhibit A of for Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Revolving Credit Agreement (Valero Energy Corp/Tx)

Assigned Interest. Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Percentage Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Commitment/ Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans of Loans Commitment/ CUSIP Assignor[s]7 Assignee[s]8 for all Lenders Lenders9 Assigned Loans10 Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: __________________]11 Effective Date: __________________, 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) 20__ The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR_____________________] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE_____________________] By: Name: Title: (Consents begin on following page) [7 List each Assignor, as appropriate. 8 List each Assignee, as appropriate. 9 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 11 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Consented to and Accepted]1Accepted: [JPMORGAN CHASE BANK, N.A., as Administrative Agent] 12 [, and an Issuing Bank_____________________] By: NameTitle: Consented to: [CLIFFS NATURAL RESOURCES INC.] 13 [_____________________] By: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 12 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Term Loan Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as 13 To be added only if the consent of the Borrower By: Name: Title: ] 2 Consent to be included to the extent is required by Sections 9.04(b)(i)(A) the terms of the Credit Term Loan Agreement. ANNEX Annex 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONAssignment and Assumption Standard Terms and Conditions For Assignment and Assumption

Appears in 1 contract

Samples: Assignment and Assumption (Cliffs Natural Resources Inc.)

Assigned Interest. Aggregate Amount See Schedules attached hereto [7. Trade Date: ]5 5 To be completed if the Assignor and the Assignees intend that the minimum assignment amount is to be determined as of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: , 20 2 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) ASSIGNEES See Schedules attached hereto [Consented to and Accepted]1and]6 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Administrative Agent [, Issuing Bank By: Name: Lender and Swingline Lender] By Title: ] [BANK OF AMERICAConsented to:]7 DCP MIDSTREAM OPERATING, N.A., as an Issuing Bank By: Name: LP By Title: ] [BARCLAYS BANK PLC, as an 6 To be added only if the consent of the Administrative Agent and/or the Swingline Lender and Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent Lender is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as May also use a Master Consent. 7 To be added only if the consent of the Borrower By: Name: Title: ] 2 Consent to be included to the extent is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. May also use a Master Consent. SCHEDULE 1 To Assignment and Assumption By its execution of this Schedule, the Assignee identified on the signature block below agrees to the terms set forth in the attached Assignment and Assumption. Assigned Interests: Facility Assigned8 Aggregate Amount of Commitment/ Loans for all Lenders9 Amount of Commitment/ Loans Assigned10 Percentage Assigned of Commitment/ Loans11 CUSIP Number $ $ % $ $ % $ $ % [NAME OF ASSIGNEE]12 [and is an Affiliate/Approved Fund of [identify Lender]13] By: Title: 8 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”) 9 Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 11 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 12 Add additional signature blocks, as needed. 13 Select as applicable. ANNEX 1 to Exhibit A of Credit Agreement Assignment and Assumption STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (DCP Midstream Partners, LP)

Assigned Interest. Facility Assigned1 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders* Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned* Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans2 $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective [7. Trade Date: ]3 effective date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]4 Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., N.A. as Administrative Agent[, and an Issuing Bank] By: Name: Agent By Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] Consented to:]5 [BANK OF AMERICA, N.A., as an [U.S. Issuing Bank Lender] [U.S. Swingline Lender]] By Title: AIRGAS, INC. By: Name: Title: ] [BARCLAYS BANK PLC1 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “U.S. Revolving Commitment,” etc.) * Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the effective date. 2 Set forth, to at least 9 decimals, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) determined as of the Credit Agreement. [MIZUHO BANK, LTDTrade Date., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Airgas Inc)

Assigned Interest. Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Facility Commitment Commitment Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of CUSIP Assignor[s]6 Assignee[s]7 Assigned 8 for all Lenders Lenders9 Assigned Commitment 10 Number $ $ % $ $ % $ $ % Aggregate Amount [7. Trade Date: ] 11 6 List each Assignor, as appropriate. 7 List each Assignee, as appropriate. 8 Fill in the appropriate terminology for the types of Tranche 2 Commitmentsfacilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, etc.). 9 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, to at least 9 decimals, as a percentage of the Commitment/Tranche 2 Loans of all Lenders Amount thereunder. 11 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned the Trade Date. Form of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Assignment and Assumption Effective Date: , 20 [TO 20___[TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and] 12 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS BANK PLCConsented to:] 13 VIRGINIA HOLDCO, as an Issuing Bank INC. By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 12 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Assignment and Assumption (Vulcan Materials CO)

Assigned Interest. Aggregate Amount See Schedules attached hereto [7. Trade Date: ______________________]6 6 To be completed if the Assignor and the Assignees intend that the minimum assignment amount is to be determined as of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: ___________ ___ , 20 2____ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR assignor [NAME OF ASSIGNORname of assignor] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) ASSIGNEES See Schedules attached hereto [Consented to and Accepted]1and]7 Accepted: JPMORGAN CHASE BANKCITIBANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Agent BY Name: Title: [XXXXX FARGO BANKConsented to: beacon ROOFING SUPPLY, NATIONAL ASSOCIATIONinc., as an Issuing Bank By: Borrower]8 BY Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 7 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as May also use a Master Consent. 8 To be added only if the consent of the Borrower By: Name: Title: ] 2 Consent to be included to the extent is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX May also use a Master Consent. SCHEDULE 1 To Assignment and Assumption By its execution of this Schedule, the Assignee identified on the signature block below agrees to Exhibit A the terms set forth in the attached Assignment and Assumption. Assigned Interests: Facility Assigned9 Aggregate Amount of Credit Agreement STANDARD TERMS Commitment/ Term Loans for all Lenders10 Amount of Commitment/ Term Loans Assigned11 Percentage Assigned of Commitment/ Term Loans12 CUSIP Number $ $ % $ $ % $ $ % [NAME OF ASSIGNEE]13 [AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONIS AN AFFILIATE/APPROVED FUND OF [IDENTIFY LENDER]14] By: Title

Appears in 1 contract

Samples: Restatement and Lender Joinder Agreement (Beacon Roofing Supply Inc)

Assigned Interest. Aggregate Amount See Schedules attached hereto [7. Trade Date: ______________]4 4 To be completed if the Assignor and the Assignees intend that the minimum assignment amount is to be determined as of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: _____________ ___, 20 20____ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) ASSIGNEES See Schedules attached hereto [Consented to and Accepted]1and]5 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Administrative Agent By Title: ] [BANK OF AMERICAConsented to:]6 NORTH ATLANTIC TRADING COMPANY, N.A., as an Issuing Bank By: Name: INC. By Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 5 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for May also use a master consent] [Consented to:]2 TESORO CORPORATION, as . 6 To be added only if the consent of the Borrower By: Name: Title: ] 2 Consent to be included to the extent is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. May also use a master consent. SCHEDULE 1 to Assignment and Assumption By its execution of this Schedule, the Assignee identified on the signature block below agrees to the terms set forth in the attached Assignment and Assumption. Assigned Interests: Aggregate Amount of Amount of Percentage Assigned Commitment/Loans Commitment/Loans of for all Lenders Assigned Commitment/Loans1 $ $ % $ $ % $ $ % [NAME OF ASSIGNEE]2 [and is an Affiliate of [identify Lender]3] By: Title: 1 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 2 Add additional signature blocks, as needed. 3 Select as appropriate. ANNEX 1 to Exhibit A of Credit Agreement Assignment and Assumption STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Patent Security Agreement (Turning Point Brands, Inc.)

Assigned Interest. FacilityAssigned2 Aggregate AmountofCommitment/Loansfor all Banks Amount of Tranche 1 CommitmentsofCommitment/Tranche 1 Loans of all Lenders Amount of Tranche 1 CommitmentLoansAssigned Percentage AssignedofCommitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans3 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ______________] 4 Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption Agreement are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] : Address: Attn: By: Phone: Name: Fax: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. "Revolving Credit Commitment") 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Banks thereunder. 4To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. NAI-1502980324v12 ASSIGNOR: Address: Attn: By: Phone: Name: Fax: Title: Accepted and Approved this ____ day of __________, _____: AGENT: KEYBANK NATIONAL ASSOCIATION as Agent By: Name: Title: ASSIGNEE Accepted and Approved this ____ day of __________, _____: [NAME OF ASSIGNEE] THE DAVEY TREE EXPERT COMPANY]5 By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 5 To be included to added only if the extent consent of the Borrower is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement NAI-1502980324v12 Annex I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONAGREEMENT

Appears in 1 contract

Samples: Assignment Agreement (Davey Tree Expert Co)

Assigned Interest. Assignor[s]6 Assignee[s]7 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment/ Loans of for all Lenders Lenders8 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ Commitment/ Loans9 CUSIP Number (if applicable) $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]10 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 6 List each Assignor, as appropriate. 7 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 8 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 9 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 10 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: [Consented to and]11 Accepted: CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent By: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANKConsented to:12 [ANALOG DEVICES, NATIONAL ASSOCIATIONINC.][ANALOG DEVICES TECHNOLOGY], as an Issuing Bank the Borrower, By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to :] 11 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Analog Devices Inc)

Assigned Interest. Facility Assigned3 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders* Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned* Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans4 $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective [7. Trade Date: ______________]5 effective date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: :______________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: :______________________________ Title: (Consents begin on following page) [Consented to and Accepted]1and]6 Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., N.A. as Administrative Agent[, and an Issuing Bank] Agent By: Name: _________________________________ Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] Consented to:]7 [BANK OF AMERICA, N.A., as an [U.S. Issuing Bank Lender] [U.S. Swingline Lender]] By: Name: ________________________________ Title: ] [BARCLAYS BANK PLCAIRGAS, INC. By:____________________________ Title: ______________________________ 3 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “U.S. Revolving Commitment,” etc.). * Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the effective date. 4 Set forth, to at least 9 decimals, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents a percentage of the Commitment/Loans of all Lenders thereunder. 5 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) determined as of the Credit Agreement. [MIZUHO BANK, LTDTrade Date., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Airgas Inc)

Assigned Interest. Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of all Lenders Assignor prior to Trade Date Amount of Tranche 1 Commitment/Tranche 1 Loans of Assignee prior to Trade Date Amount of Commitment/Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Assignor after Trade Date Amount of Commitment/Loans of Assignee after Trade Date $ $ % $ $ % $ $ % Aggregate Amount of Tranche [7. Trade Date: ______________]2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: :__________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: :______________________ Title: (Consents begin on following page) [Consented to and Accepted]1and]3 Accepted: JPMORGAN CHASE BANK, N.A.ABN AMRO Bank N.V., as Administrative Agent[, and an Issuing Bank] Agent By: Name: :_________________________ Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, Consented to:]4 _________________ 1 Select as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents applicable. 2To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be included to determined as of the extent Trade Date. 3To be added only if the consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as 4To be added only if the consent of the Borrower By: Name: Title: ] 2 Consent to be included to the extent and/or other parties (e.g. L/C Issuer) is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. 71 BLACK HILLS CORPORATION By:___________________________ Title: [ISSUING AGENTS] By: ______________________________ Title: ANNEX 1 to Exhibit A of Credit Agreement Assignment and Assumption STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Assignment and Assumption (Black Hills Corp /Sd/)

Assigned Interest. Facility Assigned1 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of all Lenders Lenders2 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned3 Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Lenders4 $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]5 Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee1 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Initial Term Loans”, if not already “Incremental Term Loans” , “Extended Term Loans”, etc.). Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 2 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date 3 Except in the cases of an assignment to a Lender, agrees an Affiliate of a Lender or an Approved Fund or an assignment of the entire remaining amount of the assigning Lender’s Commitment or Loans of any class, the amount shall not be less than, $1,000,000. 4 Set forth, to deliver to at least 8 decimals, as a percentage of the Administrative Agent a Commitment/Loans of all Lenders thereunder. 5 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A.], as Administrative Agent[, and an Issuing Bank] Assignor By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATIONNAME OF ASSIGNEE], as an Issuing Bank Assignee By: Name: Title: ] [BANK OF AMERICA, N.A.Consented to and]6 Accepted: GENERAL ELECTRIC CAPITAL CORPORATION, as an Issuing Bank Administrative Agent By: Name: Title: ] 6 No consent of the Administrative Agent shall be required for an assignment of a Term Loan to a Lender, an Affiliate of a Lender or an Approved Fund. [BARCLAYS BANK PLCConsented to: TRANSFIRST HOLDINGS, as an Issuing Bank INC.]7 By: Name: Title: ] [CITIBANK7 No consent of the Borrower shall be required for (i) an assignment of all or any portion of the Loans to a Lender, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents Affiliate of a Lender or an Approved Fund; provided that the Borrower shall be deemed to be included have consented to any such assignment of any Term Loans unless it shall have objected thereto by written notice to the extent required by Sections 9.04(b)(i)(BAdministrative Agent within ten (10) and 9.04(b)(i)(CBusiness Days after having received notice thereof, or (ii) if an Event of Default under Section 8.01(a) of the Credit Agreement. [MIZUHO BANKAgreement or, LTD.solely with respect to any of the Borrower, as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(ASection 8.01(f) of the Credit AgreementAgreement has occurred and is continuing. ANNEX 1 to Exhibit A of Credit Agreement I TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Assignment and Assumption (TransFirst Inc.)

Assigned Interest. For assignment of Commitments: Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of Commitments for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Commitment Assigned by Assignor Percentage Assigned of Aggregate Amount Commitment for all Lenders[4] Termination Date of Tranche 1 Commitment/Tranche 1 Loans Commitment Assigned as of all Lenders the date hereof $ $ % $ $ % $ $ % For assignment of Competitive Bid Advances: Date of Advance Assigned Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Competitive Bid Advances Owed to Assignor (not giving effect to assignment) Amount of Tranche 2 Commitment/Tranche 2 Loans Competitive Bid Advance Assigned Percentage Assigned of Competitive Bid Advance[5] Interest Rate / Interest Rate Type Maturity Date $ $ % $ $ % $ $ % For assignment of Swing Line Advances:[6] Date of Advance Assigned Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans Swing Line Advances Owed to Assignor (not giving effect to assignment) Amount of all Lenders Swing Line Advance Assigned Percentage Assigned of Swing Line Advance[7] Section 2.04(b) Repayment Date $ $ % $ $ % $ $ % Effective Date: ______________, 20 201_[8] [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] [4] Set forth, to at least 9 decimals, as a percentage of the Commitment of all Lenders. [5] Set forth, to at least 9 decimals, as a percentage of the Competitive Bid Advance being assigned. [6] Applicable to assignments by Swing Line Lenders. [7] Set forth, to at least 9 decimals, as a percentage of the Competitive Bid Advance being assigned. [8] This date should be no earlier than five Business Days after the delivery of this Assignment and Acceptance to the Agent. The Assignee, if not already a Lender, Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Parent Borrower or any Foreign Subsidiary Borrower and their Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: ASSIGNOR [_________________________________ NAME OF ASSIGNOR] ASSIGNOR By: :______________________________ Name: Title: ASSIGNEE [_________________________________ NAME OF ASSIGNEE] ASSIGNEE By: :______________________________ Name: Title: (Consents begin on following page) Domestic Lending Office [Address] Eurocurrency Lending Office [Address] [Consented to and Accepted]1and][9] Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: _________________________________ Name: Title: [XXXXX FARGO Consented to: MONSANTO COMPANY By________________________________ Name: Title:][10] [11][Consented to: JPMORGAN CHASE BANK, NATIONAL ASSOCIATIONN.A., as an Issuing Bank Lender By: ________________________________ Name: Title: Consented to: CITIBANK, N.A., as Issuing Lender By________________________________ Name: Title: [10] Consent shall not be required if Assignee is an Eligible Assignee by reason of clause (a) or clause (b) of the definition of “Eligible Assignee” or if an Event of Default has occurred and is continuing and shall be deemed unless Parent Borrower objects in writing within ten Business Days after receiving notice of the proposed assignment. [11] None of the following consents shall be required if Assignee is an Eligible Assignee by reason of clause (a) or clause (b) of the definition of “Eligible Assignee.” [9] Consent shall not be required if Assignee is an Eligible Assignee by reason of clause (a) or clause (b) of the definition of “Eligible Assignee.” EXHIBIT C: FORM OFASSIGNMENT AND ACCEPTANCE Consented to: BANK OF AMERICA, N.A., as an Issuing Bank Lender By: ________________________________ Name: Title: ] [BARCLAYS BANK PLC:] ANNEX 1 FOUR-YEAR CREDIT AGREEMENT DATED AS OF APRIL 1, as an Issuing Bank By: Name: Title: ] [CITIBANK2011 AMONG MONSANTO COMPANY, THE FOREIGN SUBSIDIARY BORROWERS FROM TIME TO TIME, THE LENDERS FROM TIME TO TIME PARTY THERETO, JPMORGAN CHASE BANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [AS AGENT AND THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement OTHER AGENTS PARTIES THERETO STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE

Appears in 1 contract

Samples: Credit Agreement (Monsanto Co /New/)

Assigned Interest. Assignor[s]5 Assignee[s]6 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment/ Loans of for all Lenders Lenders7 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans8 CUSIP Number $________________ $_________ ____________ ______ ___% $________________ $_________ ____________ ______ ___% $________________ $_________ ____________ ______ ___% [7. Trade Date: __________________]9 5 List each Assignor, as appropriate. 6 List each Assignee, as appropriate. 7 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount thereunder. 9 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: __________________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Received by: JPMORGAN CHASE BANK, N.A.ABN AMRO Bank N.V., as Administrative Agent[, and an Issuing Bank] ByAgent Received by: _____________________________ Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION [___________________]10 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Assignment and Assumption (Synutra International, Inc.)

Assigned Interest. Assignor Assignee Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment/ Loans of all Lenders for Lender2 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Percentage3 Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans of all Lenders $ $ $_____________ ___ $_________ ____________% $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: __________________]4 8. Effective Date: __________________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 9. The Assignee, if not already a Lender, Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Borrower, the Lenders and their Affiliates or their securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable lawsLaws, including Federal and state securities lawslaws.5 2 Amounts in this column and in the column immediately to the right to be adjusted by the counterparty to take into account any payments or prepayments made between the Trade Date and the Effective Date. (Signatures begin on following page) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 4 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. 5 Insert if Assignee is not already a Lender. Exhibit B-3 Exhibits to Credit Agreement The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR6 [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE XXXXXXXX0 [NAME OF ASSIGNEE] By: Name: Title: 6 Include both Fund/Pension Plan and manager making the trade (Consents begin on following page) if applicable). 7 Include both Fund/Pension Plan and manager making the trade (if applicable). Exhibit B-4 Exhibits to Credit Agreement [Consented to and Accepted]1and]8 Accepted: JPMORGAN CHASE BANK, N.A.FIRST-CITIZENS BANK & TRUST COMPANY, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATIONConsented to:]9 FIRST-CITIZENS BANK & TRUST COMPANY, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 8 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an 9 To be added only if the consent of the Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] is required by the terms of the Credit Agreement. Exhibit B-5 Exhibits to Credit Agreement [Consented to:]2 TESORO CORPORATIONto:]10 SPRUCE POWER 2, LLC, as Borrower By: Name: Title: ] 2 Consent to 10 To be included to added only if the extent consent of the Borrower is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Appears in 1 contract

Samples: Credit Agreement (Spruce Power Holding Corp)

Assigned Interest. Facility Assigned2 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (Consents begin on following page) e.g., “Liquidity Commitment”, “Energy Hedging Commitment”, etc.). 3 Set forth, so at least 9 decimals, as a percentage of the Liquidity Commitment/Liquidity Loans of all Liquidity Lenders thereunder and/or as a percentage of the Energy Hedging Commitment/Energy Hedging Loans of all Energy Hedging Lenders thereunder, as applicable. [Consented to and Accepted]1Accepted: JPMORGAN CHASE XXXXX FARGO BANK, N.A.NATIONAL ASSOCIATION, as Administrative AgentAgent [, as Swingline Lender and as a Liquidity Issuing Bank] / [and as an Energy Hedging Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATIONTHE ROYAL BANK OF SCOTLAND PLC, as an Energy Hedging Issuing Bank By: Name: TitleTitle:]4 [Consented to: ] [BANK OF AMERICAPUGET SOUND ENERGY, N.A., as an Issuing Bank INC. By: Name: Title: ] [BARCLAYS BANK PLC]5 4 To be added only if the consent of the Administrative Agent, as an the Swingline Lender and the Liquidity Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Banks and/or Energy Hedging Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent Banks is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Agreement 5 To be added only if the consent of the Borrower By: Name: Title: ] 2 Consent to be included to the extent is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Puget Energy Inc /Wa)

Assigned Interest. Assignor[s]6 Assignee[s]7 Facility Assigned8 Aggregate Amount of Tranche 1 CommitmentsRevolving Credit Commitment/Tranche 1 Loans of for all Lenders Lenders9 Amount of Tranche 1 Revolving Credit Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Revolving Credit Commitment/ Loans10 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount 6 List each Assignor, as appropriate. 7 List each Assignee, as appropriate. 8 Fill in the appropriate terminology for the types of Tranche 2 facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g., “Revolving Credit Commitments,” “Extended Revolving Credit Agreements,” etc.). 9 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, to at least 9 decimals, as a percentage of the Revolving Credit Commitment/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % thereunder. [7. Trade Date: ]11 Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, 11 To be completed if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]12 Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative AgentAgent By: Name: Title: [, and an Issuing BankConsented to: [ ] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to ]13 12 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Chinos Holdings, Inc.)

Assigned Interest. Facility Assigned Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of the applicable Class of all Lenders Amount of Tranche 1 Commitmentthe Commitments/Tranche 1 Loans of the applicable Class Assigned Percentage Assigned of Aggregate Amount of Tranche 1 CommitmentCommitments/Tranche 1 Loans of the applicable Class of all Lenders Set forth, to at least 9 decimals, as a percentage of the Commitments/Loans of all Lenders of any Class, as applicable. Tranche A Term Loans $ $ % Tranche B Term Loans $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 [ ] In the event Incremental Term Loans of all Lenders Amount any Class are established under Section 2.21 of Tranche 2 Commitment/Tranche 2 the Credit Agreement or any new Class of Loans Assigned Percentage Assigned or Commitments is established pursuant to Section 2.23 of Aggregate Amount the Credit Agreement, refer to the Class of Tranche 2 Commitment/Tranche 2 such Loans of all Lenders $ $ % $ $ % assigned. $ $ % Effective Date: , 20 20___ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state State securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption above are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: ________________, as Assignor, by _____________________________ Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: ________________, as Assignee, by _____________________________ Name: Title: (Consents begin on following page) [Consented to and Accepted]1and] Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: by _____________________________ Name: Title: Consented to: [XXXXX FARGO BANKALLEGION US HOLDING COMPANY INC., NATIONAL ASSOCIATION, as an Issuing Bank By: by _____________________________ Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. :] ANNEX 1 to Exhibit A of Credit Agreement TO AFFILIATED LENDER ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Allegion PLC)

Assigned Interest. Assignor[s]6 Assignee[s]7 Facility Assigned8 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders9 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders Commitment/ Loans10 CUSIP Number $ $ % $ $ % $ $ % Effective Date: , , 20 . [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 5 Assignee must be a Non-Debt Fund Affiliate. 6 List each Assignor, as appropriate. 7 List each Assignee, if as appropriate. 8 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment, which shall not already a Lender, agrees to deliver include Revolving Facility Commitments or Revolving Facility Loans. 9 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, to at least 9 decimals, as a completed Administrative Questionnaire in which percentage of the Assignee designates one or more credit contacts to whom Commitment/Loans of all syndicateLenders thereunder. Form of Non-level information (which may contain MNPI) will be made available Debt Fund Affiliate Assignment and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) Acceptance The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) Form of Non-Debt Fund Affiliate Assignment and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. Acceptance ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE

Appears in 1 contract

Samples: Assignment and Assumption Agreement (EVERTEC, Inc.)

Assigned Interest. Facility Assigned Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders* Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned* Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ______________] Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee4Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Term Loan Commitment,” etc.) * Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 5 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 6 To be completed if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: :______________________________ Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: :______________________________ Name: Title: [XXXXX FARGO BANKConsented to and]7 Accepted: BANK OF AMERICA, NATIONAL ASSOCIATIONN.A., as an Issuing Bank Administrative Agent By: _________________________________ Name: Title: ] [Consented to:]8 [BANK OF AMERICA, N.A., as an Issuing Bank [L/C Issuer][and Swing Line Lender] By________________________________ Name: Title: [GREEN DOT CORPORATION, a Delaware corporation]9 By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 7 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as 8 To be added only if the consent of the Borrower By: Name: Title: ] 2 Consent to be included to the extent and/or other parties (e.g. L/C Issuer) is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Appears in 1 contract

Samples: Credit Agreement (Green Dot Corp)

Assigned Interest. Assignor[s]4 Assignee[s]5 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of all Lenders for Assignor6 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans7 $ $ __________ % $ $ __________ % $ $ __________ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: _______________]8 Effective Date: , 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 4 List each Assignor, as appropriate. 5 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 6 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 7 Set forth, to at least nine (9) decimals, as a percentage of the Loans of all Lenders thereunder. 8 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]9 Accepted: JPMORGAN CHASE BANKBank of America, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANKConsented to:]10 XXXXXXXXXX.XXX, NATIONAL ASSOCIATIONINC., as an Issuing Bank Borrower By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 9 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as 10 To be added only if the consent of Borrower By: Name: Title: ] 2 Consent to be included to the extent is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Salesforce Com Inc)

Assigned Interest. Assignor[s]9 Assignee[s]10 Facility Assigned11 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders12 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans13 CUSIP Number $ $ — — % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]14 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]15 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank Consented to:]16 By: Name: Title: ] [CITIBANK, N.A.9 List each Assignor, as an Issuing Bank By: Name: Title: ] 1 Consents appropriate. 10 List each Assignee, as appropriate. 11 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Term A Commitment”, etc.). 12 Amounts in this column and in the column immediately to the right to be included adjusted by the counterparties to take into account any payments or prepayments made between the extent Trade Date and the Effective Date. 13 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 14 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. 15 To be added only if the consent of the Adminstative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terns of the Credit Agreement. [MIZUHO BANK16 To be added only if the consent of the Borrower and/or other parties (e.g. Swing Line Lender, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent L/C Issuer) is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION THIRD AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF MARCH 20, 2007, AMONG TECH DATA CORPORATION, THE LENDERS PARTIES THERETO, AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT, SWING LINE LENDER AND L/C ISSUER STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Tech Data Corp)

Assigned Interest. Assignor[s]6 Assignee[s]7 Amount of Commitment Assigned Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of Commitment for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Lenders8 Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ Commitment9 $_________ $_______________ ____________% $_________ $_______________ ____________% $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: __________________]10 Effective Date: __________________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee6 List each Assignor, as appropriate. 7 List each Assignee and, if not already a Lenderavailable, agrees to deliver its market entity identifier, as appropriate. 8 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 9 Set forth, to at least 9 decimals, as a percentage of the Commitment of all Lenders thereunder. 10 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR[S] [NAME OF ASSIGNOR] By: NameTitle: [NAME OF ASSIGNOR] By: Title: ASSIGNEE ASSIGNEE[S] [NAME OF ASSIGNEE] By: NameTitle: [NAME OF ASSIGNEE] By: Title: (Consents begin on following page) [Exh. B-1-3 Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATIONNCPIF SPV I LLC, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Nuveen Churchill Private Capital Income Fund)

Assigned Interest. Assignor[s]9 Assignee[s]10 Facility Assigned11 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders12 Amount of Tranche 1 Commitment/Tranche 1 Loans Commitment /Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans13 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount 9 List each Assignor, as appropriate. 10 List each Assignee, as appropriate. 11 Fill in the appropriate terminology for the types of Tranche 2 Commitmentsfacilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Initial Loans”, etc.). 12 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 13 Set forth, to at least 9 decimals, as a percentage of the Commitment/Tranche 2 Loans of all Lenders Amount thereunder. D-3 Form of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Assignment and Assumption [7. Trade Date: ]14 Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, 14 To be completed if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]15 Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANKConsented to: NEXEO SOLUTIONS, NATIONAL ASSOCIATION, as an Issuing Bank LLC By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to ]16 15 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Security Agreement (Nexeo Solutions Finance Corp)

Assigned Interest. Assignor[s]6 Assignee[s]7 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders8 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders 9 $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % 7. [Trade Date: ] 10 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 5 To be added for each Assignee that is an Affiliate of a Lender. 6 List each Assignor, as appropriate. 7 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 8 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 9 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 10 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information be determined as of the Trade Date. D-2 Form of Assignment and Assumption D-3 Form of Assignment and Assumption [THE][EACH] ASSIGNEE HEREBY REPRESENTS AND WARRANTS THAT (which may contain MNPIA) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable lawsIT HAS REQUESTED AND REVIEWED EACH LIST OF PERSONS REFERRED TO IN THE DEFINITION OF “INELIGIBLE ASSIGNEE” (AS DEFINED IN THE CREDIT AGREEMENT) AND (B) UPON REVIEW, including Federal and state securities lawsIT IS NOT AN INELIGIBLE ASSIGNEE OR AN AFFILIATE OF AN INELIGIBLE ASSIGNEE. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR[S]: [NAME OF ASSIGNORASSIGNOR(S)] By: Name: Title: ASSIGNEE ASSIGNEE[S]: [NAME OF ASSIGNEEASSIGNEE(S)] By: Name: Title: (Consents begin on following page) ANNEX 1 TO ASSIGNMENT AND ASSUMPTION D-4 Form of Assignment and Assumption [Consented to and Accepted]1and]1 Accepted: JPMORGAN CHASE BANK, N.A.ROYAL BANK OF CANADA, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATIONMIDWEST HOLDING INC., as Borrower By: Name: Title: ] 2 Consent to 1 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A 2 To be added only if the consent of the Borrowers is required by the terms of the Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONAgreement.

Appears in 1 contract

Samples: Credit Agreement (Midwest Holding Inc.)

Assigned Interest. Assignor[s]9 Assignee[s]10 Facility Assigned11 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment/ Loans of for all Lenders Lenders12 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans13 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]14 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: 9 List each Assignor, as appropriate. 10 List each Assignee, as appropriate. 11 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, “Tranche B-1 Term Commitment,” “Tranche B-2 Term Commitment”, etc.). 12 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 13 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 14 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Form of Assignment and Assumption ASSIGNOR [NAME OF ASSIGNORASSIGNEER] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]15 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS BANK PLCConsented to:]16 SWIFT TRANSPORTATION CO., as an Issuing Bank LLC By: Name: Title: ] [CITIBANKConsented to:]17 BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to L/C Issuer and Swing Line Lender 15 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent The consent of the Administrative Agent (such consent not to be included unreasonably withheld or delayed) shall be required for assignments in respect of any Revolving Credit Commitment if such assignment is to the extent required by Sections 9.04(b)(i)(A) a Person that is not a Lender with a Commitment in respect of the Credit Agreement. ANNEX 1 Facility, an Affiliate of such Lender or an Approved Fund with respect to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONsuch Lender.

Appears in 1 contract

Samples: Credit Agreement (SWIFT TRANSPORTATION Co)

Assigned Interest. 1 Select as applicable. Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Commitment/Loans Percentage Assigned of Aggregate Amount of Tranche 1 for all Lenders Assigned Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % Loans2 $ $ % $ $ % Effective Date: ______________, 20 201_ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Borrowers, the Loan Parties and their Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders. Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Agent By Title: Consented to: [XXXX XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO XXXXXX CORPORATION, as Parent Borrower By: Name: By Title:]3 [NAME OF ISSUING BANK], as Issuing Bank By Title: ] 2 Consent to 3 To be included to added only if the extent consent of the Parent Borrower is required by Sections 9.04(b)(i)(ASection 10.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement CREDIT AGREEMENT DATED AS OF MARCH 10, 2011 AMONG XXXX XXXXX LAUREN CORPORATION, ACQUI POLO C.V., XXXX XXXXX XXXXXX KABUSHIKI KAISHA AND XXXX XXXXX LAUREN ASIA PACIFIC LIMITED, THE LENDERS PARTIES THERETO, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT, AND THE OTHER AGENTS PARTIES THERETO STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Ralph Lauren Corp)

Assigned Interest. Assignor[s]9 Assignee[s]10 Facility Assigned11 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment/ Loans of for all Lenders Lenders12 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans13 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [8. Trade Date: ]14 Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 9 List each Assignor, as appropriate. 10 List each Assignee, if not already a Lenderas appropriate. 11 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Initial Loans”, agrees to deliver “Extended Loans”, etc.). 12 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 13 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 14 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]15 Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANKConsented to J. CREW GROUP, NATIONAL ASSOCIATION, as an Issuing Bank INC. By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to ]:16 15 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Chinos Holdings, Inc.)

Assigned Interest. Assignor[s]5 Assignee[s]6 Facility Assigned7 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of for all Lenders of Facility subject to Assignment8 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned of Facility subject to Assignment9 Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Facility subject to Assignment10 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [8. Trade Date: __________]11 Effective Date: ____________, 20 __[TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 5 List each Assignor, as appropriate. 6 List each Assignee, if not already a Lenderas appropriate. 7 Fill in the appropriate terminology for the classes of Facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Term B Loans”, agrees to deliver “Incremental Term Loans”, “Refinancing Term Loans”, “Extended Term Loans”, etc.). 8 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 9 After giving effect to Assignee’s purchase and assumption of the Assigned Interest, the aggregate principal amount of Term Loans (as of the date of consummation of any transaction under Section 10.07(k) of the Credit Agreement) held by Affiliated Lenders shall not exceed 25% of the aggregate principal amount of all Term Loans outstanding at the time of such assignment. To the extent any assignment to an Affiliated Lender would result in the aggregate principal amount of all Loans held by Affiliated Lenders (at the time of such assignment) exceeding the Affiliated Lender Cap, such excess will be void ab initio. 10 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 11 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]12 Accepted for Recordation in the Register: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] 12 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement. [BARCLAYS BANK PLCConsented to]:13 BIOSCRIP, as an Issuing Bank INC. By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 13 To be included to added only if the extent consent of the Administrative Borrower is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement TO AFFILIATED LENDER ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR AFFILIATED LENDER ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Intercreditor Agreement (Option Care Health, Inc.)

Assigned Interest. 2 Facility Assigned Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of the applicable Class of all Lenders Amount of Tranche 1 Commitmentthe Commitments/Tranche 1 Loans of the applicable Class Assigned Percentage Assigned of Aggregate Amount of Tranche 1 CommitmentCommitments/Tranche 1 Loans of the applicable Class of all Lenders Lenders3 Term Loans $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % [ ]4 $ $ % Effective Date: ___________, 20 20___ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which any tax forms required by Section 4.07(g) of the Assignee designates Credit Agreement and to designate one or more credit contacts to whom all syndicate-level information (which may contain MNPIParent Restricted Information) will be made available and who may receive such information in accordance with the Assignee’s 's compliance procedures and applicable laws, including Federal and state State securities laws. (Signatures begin on following page2 Must comply with the minimum assignment amounts set forth in Section 10.04(b)(ii)(A) of the Credit Agreement, to the extent such minimum assignment amounts are applicable. 3 Set forth, to at least 9 decimals, as a percentage of the Commitments/Loans of all Term Lenders or Incremental Lenders of any Class, as applicable. 4 In the event Other Term Loans of any Class are established under Section 2.12 of the Credit Agreement, refer to the Class of such Loans assigned. The terms set forth in this Assignment and Assumption above are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ByConsented to and5 Accepted: ___________________________, as Assignor, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent, by by Name: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title:] ___________________________, as Assignee, by Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) 5 No consent of the Credit Agreement. [MIZUHO BANK, LTD., as Administrative Agent is required for an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as assignment to a Lender or an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) Affiliate of the Credit Agreementa Lender. ANNEX 1 to Exhibit A of Credit Agreement TO [FORM OF] ASSIGNMENT AND ASSUMPTION AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Dynagas LNG Partners LP)

Assigned Interest. Assignor[s]6 Assignee[s]7 Facility Assigned8 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment/ Loans of for all Lenders Lenders9 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans10 CUSIP Number Revolving Commitment $ $ % Term Commitment/ Term Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]11 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: 6 List each Assignor, as appropriate. 7 List each Assignee, as appropriate. 8 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment”, “Term Commitment”, etc.). 9 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 11 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]12 Accepted: JPMORGAN CHASE BANK, N.A.KEYBANK NATIONAL ASSOCIATION, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank Consented to:]13 By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 12 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Health Care Reit Inc /De/)

Assigned Interest. Facility Assigned Aggregate Amount of Tranche 1 Commitments[Term Loan Commitment] [Term Loans] for all Lenders Amount of [Term Loan Commitment] [Term Loans] Assigned Percentage Assigned of [Term Loan Commitment] [Term Loans]2 Term Loans $ $ % [7. Trade Date: ____________ ]3 _______________________________ 2 Set forth, to at least 9 decimals, as a percentage of the applicable Commitment/Tranche 1 Loans of all Lenders Amount thereunder. 3 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) THEREFOR.]4 The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: ___________________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: ___________________________________ Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A.[NOVELIS INC., as Administrative Agent[, and an Issuing BankBorrower] 5 By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to ______________________________________ 4 This date may not be included to fewer than 5 Business days after the extent date of assignment unless the Administrative Agent otherwise agrees. 5 To be added only if the approval of such person is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement Assignment and Assumption NOVELIS INC. CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Novelis Inc.)

Assigned Interest. Assignor[s]57 Assignee[s]68 Facility Assigned79 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders810 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ Loan911 CUSIP Number [] [ ] % $ $ [] [ ] % $ $ [] [ ] % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [8. Trade Date: __________________] 1012 Effective Date: __________________, 20 20__ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE 57 List each Assignor, as appropriate. 68 List each Assignee, as appropriate. 79 Fill in the appropriate terminology for the types of facilities under the Syndicated Facility Agreement (Second Lien) that are being assigned under this Assignment and Assumption (e.g. “Initial Loans, “Incremental Loans,” “Other Loans,” “Extended Loans,” “Replacement Loans,” etc.). 810 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 911 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 1012 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) [REMAINDER OF THE PAGE INTENTIONALLY LEFT BLANK] The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]1113 Accepted for Recordation in the Register: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] 1113 To be added only if the consent of the Administrative Agent is required by the terms of the Syndicated Facility Agreement (Second Lien). [CITIBANKConsented to]:1214 DTZ U.S. BORROWER, N.A.LLC, as an Issuing Bank the Borrower Representative By: Name: Title: ] 1 Consents to 1214 To be included to added only if the extent consent of the Borrower Representative is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit AgreementSyndicated Facility Agreement (Second Lien). ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Syndicated Facility Agreement (DTZ Jersey Holdings LTD)

Assigned Interest. Facility Assigned3 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of the applicable Class of all Lenders Lenders4 Amount of Tranche 1 Commitment/Tranche 1 Loans of the applicable Class Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans the applicable Class of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % Lenders5 $ $ % Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable lawslaw, including Federal Federal, State and state foreign securities laws. 3 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (Signatures begin on following pagee.g. “Tranche B Term Loans”, “Incremental Term Loans”, “Extended Term Loans”, etc.). Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 4 Must comply with the minimum assignment amounts set forth in Section 9.04(b)(iii)(A) of the Credit Agreement, to the extent such minimum assignment amounts are applicable. 5 Set forth, to at least 9 decimals, as a percentage of the aggregate Loans of all Lenders under the Credit Agreement. The terms set forth in this Assignment and Assumption above are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] Consented to and Accepted: , as Assignor XXXXXXX XXXXX BANK USA, as Administrative Agent7 By: By: Name: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] Title: , as Assignee6 Consented to: By: ASCENA RETAIL GROUP, INC., as the Name: Parent Borrower Title: By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANKTitle:8 ANNTAYLOR RETAIL, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTDINC., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as the Subsidiary Borrower By: Name: Title: ] 2 Consent 6 The Assignee must deliver to the Borrowers all applicable Tax forms required to be included to the extent required delivered by Sections 9.04(b)(i)(Ait under Section 2.15(e) of the Credit Agreement. ANNEX 1 7 No consent of the Administrative Agent shall be required for an assignment of any Loan to Exhibit A a Lender, an Affiliate of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONa Lender or an Approved Fund.

Appears in 1 contract

Samples: Term Credit Agreement (Ascena Retail Group, Inc.)

Assigned Interest. Assignor[s]6 Assignee[s]7 Facility Assigned8 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders9 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans10 CUSIP Number _________ $ ________________ $ _________ ____________ % _________ $ ________________ $ _________ ____________ % _________ $ ________________ $ _________ ____________ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: __________________]11 Effective Date: __________________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 6 List each Assignor, as appropriate. 7 List each Assignee, if not already a Lenderas appropriate. 8 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Term B Commitment”, agrees to deliver etc.). 9 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 11 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available determined as of the Trade Date. Form of Assignment and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) Assumption The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]12 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS BANK PLCConsented to:]13 EXOPACK, as an Issuing Bank LLC By: Name: Title: ] [CITIBANKCELLO-FOIL PRODUCTS, N.A., as an Issuing Bank INC. By: Name: Title: ] 1 Consents to 12 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Assignment and Assumption (Exopack Holding Corp)

Assigned Interest. 15Select as applicable. Facility Assigned Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Loans10 Tranche 1 B Term Loans of all Lenders $ $ $350,000,000.00 $______________ ____________% $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Revolving Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ $101,250,000.00 $______________ ____________% Effective Date: ______________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Loan Parties and their related parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) 10Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: :_______________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: :_______________________ Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank Administrative Agent By: Name: :_______________________ Title: ] [CITIBANKConsented to: RADNET MANAGEMENT, N.A., as an Issuing Bank INC. By: Name: :_______________________ Title: ] 1 Consents to ]17 17To be included to added only if the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) consent of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks Borrower is required for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required applicable assignment by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 The $451,250,000 Credit and Guaranty Agreement, dated as of October 10, 2012 (as it may be amended, supplemented or otherwise modified, the “Credit Agreement”; the terms defined therein and not otherwise defined herein being used herein as therein defined), by and among RADNET MANAGEMENT, INC., RADNET, INC., certain Subsidiaries and Affiliates of Borrower, as Guarantors, the Lenders party thereto from time to Exhibit A of time, GENERAL ELECTRIC CAPITAL CORPORATION, as Syndication Agent, BARCLAYS BANK PLC, as Administrative Agent and Collateral Agent, and RBC CAPITAL MARKETS18 and DEUTSCHE BANK SECURITIES INC., as Co-Documentation Agents. Capitalized terms used but not defined herein have the meanings given to them in the Credit Agreement Agreement. STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONASSUMPTION AGREEMENT

Appears in 1 contract

Samples: Credit and Guaranty Agreement (RadNet, Inc.)

Assigned Interest. Assignor[s]5 Assignee[s]6 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of Commitment for all Lenders Lenders7 Amount of Tranche 1 Commitment/Tranche 1 Loans Commitment Assigned Percentage Assigned PercentageAssigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ Commitment8 CUSIP Number $__________ $__________ ________% $ $ $__________ $__________ $__________ $__________ ________% $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: __________________] 9 Effective Date: __________________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The _______________ 5 List each Assignor, as appropriate. 6 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 7 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8 Set forth, to at least 9 decimals, as a percentage of the Commitment of all Lenders thereunder. 9 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: ____________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: ____________________________ Title: (Consents begin on following page) Consented to and Accepted: BANK OF AMERICA, N.A. as Swing Line Lender and L/C Issuer By: _________________________________ Title: [Consented to and Accepted]1and]10 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: _________________________________ Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to _______________ 10 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank Consented to:]11 INVESCO FINANCE PLC By: Name: _________________________________ Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as _______________ 11 To be added only if the consent of the Borrower By: Name: Title: ] 2 Consent to be included to the extent is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Invesco Ltd.)

Assigned Interest. Assignor[s]9 Assignee[s]10 Facility Assigned11 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders12 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans13 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount 9 List each Assignor, as appropriate. 10 List each Assignee, as appropriate. 11 Fill in the appropriate terminology for the types of Tranche 2 Commitmentsfacilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Term B-1 Loans” or “Term B-2 Loans”). 12 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 13 Set forth, to at least 9 decimals, as a percentage of the Commitment/Tranche 2 Loans of all Lenders Amount thereunder. Form of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Assignment and Assumption [7. Trade Date: ]14 Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, 14 To be completed if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available determined as of the Trade Date. Form of Assignment and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) Assumption The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]15 Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANKConsented to: NEXEO SOLUTIONS, NATIONAL ASSOCIATION, as an Issuing Bank LLC By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to ]16 15 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Nexeo Solutions Holdings, LLC)

Assigned Interest. Assignor Assignee Facility Assigned4 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment / Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Commitment / Loans Assigned Assigned3 Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders Loans5 CUSIP Number $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT IN ACCORDANCE WITH THE CREDIT AGREEMENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Loan Parties and their related parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: ______________________________ Name: Title: 4 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Initial Revolving Commitment”, “Extended Revolving Commitment”, “Refinancing Revolving Commitment” etc.) 5 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. ASSIGNEE [NAME OF ASSIGNEE] By: ______________________________ Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]6 Accepted: JPMORGAN CHASE BANKCITIBANK, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: _________________________________ Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank ByConsented to: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO REVLON CONSUMER PRODUCTS CORPORATION, as Borrower By: ________________________________ Name: TitleTitle:]7 [Consented to: ] 2 Consent to [●], as Issuing Lender By: ________________________________ Name: Title:]8 6 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Appears in 1 contract

Samples: Lender Joinder Agreement (Revlon Inc /De/)

Assigned Interest. Assignors Assignee Facility Assigned Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders CUSIP Number Term B Loans $ ________________ $ _________ ____________ % Term B Loans $ ________________ $ _________ ____________ % Term B Loans $ ________________ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ _________ ____________ % Effective Date: December 12, 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2019 The Assignee, if not already a Lender, Assignee agrees to deliver to the Administrative Term Loan B Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about each Borrower, the Loan Parties and their Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Master Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] JEFFERIES FINANCE LLC, as the Term Loan B Agent pursuant to Section 2.21 of the Credit Agreement By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] ASSIGNEE JEFFERIES FINANCE LLC By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATIONConsented to and Accepted: JEFFERIES FINANCE LLC, as an Issuing Bank Term Loan B Agent By: Name: Title: ] [BANK OF AMERICAConsented to: Term Loan Borrower HLF FINANCING SaRL, N.A., as an Issuing Bank LLC By: Name: Title: ] [BARCLAYS BANK PLCANNEX 1 ANNEX 1 TO MASTER ASSIGNMENT CREDIT AGREEMENT DATED AS OF AUGUST 16, as an Issuing Bank By: Name: Title: ] [CITIBANK2018 AMONG HLF FINANCING SaRL, N.A.LLC, as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, HERBALIFE NUTRITION LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJHERBALIFE INTERNATIONAL LUXEMBOURG S.À X.X., LTDHERBALIFE INTERNATIONAL, INC., as an Issuing Bank By: Name: Title: ] [If additional Issuing BanksTHE SEVERAL BANKS AND OTHER FINANCIAL INSTITUTIONS OR ENTITIES FROM TIME TO TIME PARTIES THERETO AS LENDERS, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATIONJEFFERIES FINANCE LLC, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit AS ADMINISTRATIVE AGENT FOR THE TERM LOAN B LENDERS AND COLLATERAL AGENT, AND COÖPERATIEVE RABOBANK U.A., NEW YORK BRANCH, AS ADMINISTRATIVE AGENT FOR THE TERM LOAN A of Credit Agreement LENDERS, AN ISSUING BANK AND AS ADMINISTRATIVE AGENT FOR THE REVOLVING CREDIT LENDERS STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONMASTER ASSIGNMENT

Appears in 1 contract

Samples: Credit Agreement (Herbalife Nutrition Ltd.)

Assigned Interest. Facility Assigned2 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders3 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned4 Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans5 $ $ % $ $ % $ $ % Aggregate Amount $ $ % [7. Trade Date: ______________]6 2 Fill in the appropriate terminology for the types of Tranche 2 facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Term B Loans”, “Incremental Term Loans” , “Extended Term Loans”, “Refinancing Term Loans”, “Revolving Commitments”, “Incremental Revolving Commitments”, “Extended Revolving Commitments”, “Refinancing Revolving Commitments”, etc.). 3 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date 4 Except in the cases of an assignment to a Lender, an Affiliate of a Lender or an Approved Fund or an assignment of the entire remaining amount of the assigning Lender’s Commitment or Loans of any class, the amount shall not be less than $5,000,000 (in the case of a Revolving Credit Loan) or, $1,000,000 (in the case of a Term Loan). 5 Set forth, to at least 9 decimals, as a percentage of the Commitment/Tranche 2 Loans of all Lenders Amount thereunder. 6 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) THEREFOR.]7 The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANKCPI INTERNATIONAL, N.A.INC. By: Name: Title:]8 7 This date may not be fewer than 5 Business Days after the date of assignment unless the Administrative Agent otherwise agrees. 8 To be completed to the extent the Borrower’s consent is required under Section 10.04(b) of the Credit Agreement. UBS AG, STAMFORD BRANCH, as Administrative Agent, [, Swingline Lender]9 [and an Issuing Bank] Bank]10 By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as 9 Reference to Swingline Lender required for an assignment of Revolving Commitments. 10 Reference to Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as required for an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) assignment of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit AgreementRevolving Commitments. ANNEX 1 to Exhibit A of Credit Agreement Assignment and Assumption CPI INTERNATIONAL, INC. CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (CPI International Holding Corp.)

Assigned Interest. Assignor[s]6 Assignee[s]7 Facility Assigned8 Aggregate Amount of Tranche 1 CommitmentsRevolving Credit Commitment/Tranche 1 Loans of for all Lenders Lenders9 Amount of Tranche 1 Revolving Credit Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount Revolving Credit Commitment/ Loans10 CUSIP Number $ ________________ $ _________ ____________ % $ ________________ $ _________ ____________ % $ ________________ $ _________ ____________ % 6 List each Assignor, as appropriate. 7 List each Assignee, as appropriate. 8 Fill in the appropriate terminology for the types of Tranche 1 facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g., “Revolving Credit Commitments,” “Extended Revolving Credit Agreements,” etc.). 9 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, to at least 9 decimals, as a percentage of the Revolving Credit Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % thereunder. [7. Trade Date: ]11 Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, 11 To be completed if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]12 Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative AgentAgent By: Name: Title: [, and an Issuing BankConsented to: [ ] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to ]13 12 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (J Crew Group Inc)

Assigned Interest. Facility Assigned2 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Loans3 Tranche 1 Loans of all Lenders $ $ A Commitment [$] [$] % $ $ Tranche B Commitment [$] [$] % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ Revolving Commitment [$] [$] % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if Assignee (in the case of an Assignee that is not already a Lender, ) agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Loan Parties and their Related Parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. 2 Revolving Credit (Signatures begin on following pageincludes participations in Letters of Credit) / Competitive Loans 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: :______________________________ Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: :______________________________ Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, Agent and an as Issuing Bank] Lender By: _________________________________ Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank Lender By: _________________________________ Name: Title: ] [ROYAL BANK OF AMERICA, N.A.CANADA, as an Issuing Bank Lender By: _________________________________ Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to Consented to:]5 4 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank KIMCO REALTY CORPORATION By: ________________________________ Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to 5 To be included to added only if the extent consent of Kimco is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Appears in 1 contract

Samples: Credit Agreement (Kimco Realty Corp)

Assigned Interest. Assignor[s]9 Assignee[s]10 Facility Assigned11 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders12 Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ Commitment/ Loans13 CUSIP Number ________________ $________________ $________________ ________________% $ $ ________________ $________________ $________________ ________________ % $ $ ________________ $________________ $________________ ________________% Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [8. Trade Date: ]14 Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 9 List each Assignor, as appropriate. 10 List each Assignee, if not already a Lenderas appropriate. 11 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Initial Loans”, agrees to deliver “Extended Loans”, etc.). 12 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 13 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 14 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) `The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]15 Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANKConsented to J. CREW GROUP, NATIONAL ASSOCIATION, as an Issuing Bank INC. By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to ]:16 15 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (J Crew Group Inc)

Assigned Interest. Assignor[s]6 Assignee [s]7 Facility Assigned8 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitments / Loans of for all Lenders Lenders9 Amount of Tranche 1 Commitment/Tranche 1 Commitments/ Loans Assigned Percentage Assigned of Aggregate Amount Commitments/ Loans10 CUSIP Number 5 If the Assignee hereunder is an Affiliated Lender, do NOT use this Exhibit D-l to the Credit Agreement. Instead, use Exhibit D-2 to the Credit Agreement. 6 List each Assignor, as appropriate. 7 List each Assignee, as appropriate. 8 Fill in the appropriate terminology for the types of Tranche 1 facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Closing Date Term Loans,” “Revolving Commitment,” “Incremental Revolving Credit Commitment,” “Incremental Term Loans,” “Other Revolving Commitments,” “Other Term Loans,” “Extended Term Loans,” “Extended Revolving Commitments,” “Replacement Loans,” etc.). 9 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, to at least 9 decimals, as a percentage of the Commitments/Tranche 1 Loans of all Lenders thereunder. $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [8. Trade Date: ]11 Effective Date: ________________, 20 20__ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, 11 To be completed if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which Assignor and the Assignee designates one or more credit contacts intent that the minimum assignment amount is to whom all syndicate-level information be determined as of the Trade Date. ASSIGNEE REPRESENTS AND WARRANTS THAT (which may contain MNPIA) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable lawsIT IS NOT A DISQUALIFIED INSTITUTION AND (B) IT IS NOT AN AFFILIATE OF A DISQUALIFIED INSTITUTION (OTHER THAN, including Federal and state securities lawsIN THE CASE OF THIS CLAUSE (B), SUCH AN AFFILIATE EXCLUDED FROM THE DEFINITION OF “DISQUALIFIED INSTITUTION” BY THE TERMS THEREOF). (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]12 Accepted for Recordation in the Register: JPMORGAN CHASE BANK, N.A.XXXXXXX XXXXX BANK USA, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Consented to:]13 [Issuing Bank By: Name: Title: Bank] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 12 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Ensemble Health Partners, Inc.)

Assigned Interest. Assignor[s]9 Assignee[s]10 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment/ Loans of for all Lenders Lenders11 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans12 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [8. Trade Date: ]13 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 9 List each Assignor, as appropriate. 10 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 11 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 12 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 13 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]14 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANKWILMINGTON TRUST, NATIONAL ASSOCIATION, as an Issuing Bank Administrative Agent By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 14 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank IASIS HEALTHCARE LLC By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJTitle:15 15 No consent of the Borrower shall be required for an assignment of Term Loans to a Lender, LTD.an Affiliate of a Lender or an Approved Fund or, as if an Issuing Bank By: Name: Title: ] [If additional Issuing BanksEvent of Default under Section 8.01(a) or, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included solely with respect to the extent required by Sections 9.04(b)(i)(ABorrower, Section 8.01(f) of the Credit AgreementAgreement has occurred and is continuing, for any assignment to any Assignee. ANNEX 1 to Exhibit A of Credit Agreement Annex I CREDIT AGREEMENT1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONFOR

Appears in 1 contract

Samples: Credit Agreement (IASIS Healthcare LLC)

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Assigned Interest. Facility Assigned Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of Loans/ Obligations for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Loans/ Obligations Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans/ Obligations2 Working Capital Facility Commitment $ _____________ $ _____________ __________ % Daylight Overdraft $ _____________ $ _____________ __________ % Swing Line $ _____________ $ _____________ __________ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders Acquisition Facility Commitment $ _____________ $ % $ $ % $ $ _____________ __________ % Effective Date: , 20 201 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee1 Select as applicable. 2 Set forth, if not already to at least 9 decimals, as a Lender, agrees to deliver to percentage of the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom Commitment/Loans of all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsLenders thereunder. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A.BNP PARIBAS, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] Consented to: [BANK OF AMERICA, N.A.BNP PARIBAS, as an a Working Capital Facility Issuing Bank Lender, Swing Line Lender and Daylight Overdraft Lender By: Name: Title: ] By: Name: Title:]3 3 Include for Assignments of Working Capital Facility Commitment. [BARCLAYS BANK PLCNATIXIS, NEW YORK BRANCH, as an a Working Capital Facility Issuing Bank Lender, By: Name: Title: ] By: Name: Title:]4 [CITIBANKJPMORGAN CHASE BANK, N.A.NA., as an a Working Capital Facility Issuing Bank Lender, By: Name: Title:]5 [SOVEREIGN BANK as a Working Capital Facility Issuing Lender, By: Name: Title:]6 4 Include for Assignments of Working Capital Facility Commitment. 5 Include for Assignments of Working Capital Facility Commitment. 6 Include for Assignments of Working Capital Facility Commitment. [SOCIETE GENERALE, as a Working Capital Facility Issuing Lender, By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. By: Name: Title:]7 [MIZUHO BANK, LTD.BNP PARIBAS, as an Acquisition Facility Issuing Bank Lender By: Name: Title: ] By: Name: Title:]8 [THE BANK OF TOKYO-MITSUBISHI UFJNATIXIS, LTD.NEW YORK BRANCH, as an Acquisition Facility Issuing Bank Lender, By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: TitleTitle:]9 7 Include for Assignments of Working Capital Facility Commitment. 8 Include for Assignments of Acquisition Facility Commitment. 9 Include for Assignments of Acquisition Facility Commitment. [JPMORGAN CHASE BANK, NA., as an Acquisition Facility Issuing Lender, By: ] 2 Consent to be included to the extent Name: Title:]10 [SOVEREIGN BANK as an Acquisition Facility Issuing Lender, By: Name: Title:]11 [Consented to: XXXXXXX OPERATING RESOURCES LLC, as Borrowers’ Agent By: Name: Title:]12 10 Include for Assignments of Acquisition Facility Commitment. 11 Include for Assignments of Acquisition Facility Commitment. 12 Include if required by Sections 9.04(b)(i)(ASection 11.7(c) of the Amended and Restated Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE AGREEMENT

Appears in 1 contract

Samples: Security Agreement (Sprague Resources LP)

Assigned Interest. Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % Loans3 $ $ % $ $ % Effective Date: ______________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Borrowers, the Loan Parties and their Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR , [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders. Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Agent By Title: Consented to: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO RXXXX LXXXXX CORPORATION, as Parent Borrower By: Name: By Title:]4 [NAME OF ISSUING BANK], as Issuing Bank By Title: ] 2 Consent to 4 To be included to added only if the extent consent of the Parent Borrower is required by Sections 9.04(b)(i)(ASection 10.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement CREDIT AGREEMENT DATED AS OF AUGUST 12, 2019 AMONG RXXXX LAUREN CORPORATION, RL FINANCE B.V., RXXXX LXXXXX EUROPE SÀRL, RXXXX LAUREN ASIA PACIFIC LIMITED, THE LENDERS PARTIES THERETO, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT, AND THE OTHER AGENTS PARTIES THERETO STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Ralph Lauren Corp)

Assigned Interest. Assignor[s]5 Assignee[s]6 Facility Assigned7 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment/ Loans of for all Lenders Lenders8 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Assigned9 Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans10 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [8. Trade Date: ]11 Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 5 List each Assignor, as appropriate. 6 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 7 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Affiliated Lender Assignment and Assumption (e.g. “Tranche G Term Loans”). 8 Amounts in this column and in the column immediately to the Administrative Agent a completed Administrative Questionnaire right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 9 After giving effect to Assignee’s purchase and assumption of the Assigned Interest, the aggregate principal amount of Term Loans held at any one time by Affiliated Lenders shall not exceed 25% of the original principal amount of all Term Loans at such time outstanding. To the extent any assignment to an Affiliated Lender would result in which the Assignee designates one or more credit contacts to whom aggregate principal amount of all syndicate-level information (which may contain MNPI) Loans held by Affiliated Lenders exceeding the Affiliated Lender Cap, such excess will be made available and who may receive such information in accordance with void ab initio. 10 Set forth, to at least 8 decimals, as a percentage of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsCommitment/Loans of all Lenders thereunder. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A.Barclays Bank PLC, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank Consented to]:12 PINNACLE FOODS FINANCE LLC By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 12 To be included to added only if the extent consent of the Borrower is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement TO AFFILIATED LENDER ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR AFFILIATED LENDER ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Pinnacle Foods Inc.)

Assigned Interest. Aggregate Amount Percentage of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Commitment / Amount of Tranche 1 Commitment/Tranche 1 Assigned of Facility Loans for all Commitment / Commitment / Assignor[s]1 Assignee[s]2 Assigned3 Lenders4 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ Loans5 ____________ $____________ $____________ ____________% $ $ ____________ $____________ $____________ ____________% $ $ ____________ $____________ $____________ ____________% Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: __________________________]6 Effective Date: _________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 1 List each Assignor, as appropriate. 2 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 3 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment. 4 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 5 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 6 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined a of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]7 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative AgentAgent By: Title: [Consented to: MPT OPERATING PARTNERSHIP, and an Issuing Bank] L.P., a Delaware limited partnership By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to Title:]8 7 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as 8 To be added if the consent of the Borrower By: Name: Title: ] 2 Consent is required pursuant to be included to the extent required by Sections 9.04(b)(i)(A) Section 10.6 of the Credit Agreement. ANNEX 1 to Exhibit A Agreement (e.g., no Event of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONDefault has occurred and is continuing).

Appears in 1 contract

Samples: And Collateral Agreement (Medical Properties Trust Inc)

Assigned Interest. Assignor Assignee Facility Assigned14 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % Loans15 CUSIP Number $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT IN ACCORDANCE WITH THE CREDIT AGREEMENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Loan Parties and their related parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: 14 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment and Assumption (e.g. “Initial Term B-1 Commitment”, “Additional Term B-1 Commitment”, “Initial Term B-2 Commitment”, “Additional Term B-2 Commitment” or “Initial Term B-3 Commitment”.) 15 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. ASSIGNOR [NAME OF ASSIGNOR] By: :______________________________ Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: :______________________________ Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank ByConsented to and]16 Accepted: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 16 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD.JEFFERIES FINANCE LLC, as an Issuing Bank Administrative Agent By: :_________________________________ Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO to: REVLON CONSUMER PRODUCTS CORPORATION, as Borrower By: :________________________________ Name: Title: ] 2 Consent to Title:]17 17 To be included to added only if the extent consent of the Borrower is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 Annex I The BrandCo Credit Agreement, dated as of May 7, 2020 (as amended, restated, waived, supplemented or otherwise modified from time to Exhibit A time, the “Credit Agreement”), among Revlon Consumer Products Corporation, a Delaware corporation (the “Borrower”), Revlon, Inc., a Delaware corporation (“Holdings”), each of the financial institutions or other entities from time to time party thereto (the “Lenders”) and Jefferies Finance LLC, as the administrative agent and each collateral agent for the Lenders. Capitalized terms used but not defined herein have the meanings given to them in the Credit Agreement Agreement. STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Brandco Credit Agreement (Revlon Inc /De/)

Assigned Interest. Assignor[s]7 Assignee[s]8 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Commitment/ Loans of for all Lenders Lenders9 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans10 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: __________________]11 Effective Date: __________________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 6 If Applicable. 7 List each Assignor, as appropriate. 8 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 9 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 11 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available determined as of the Trade Date. Form of Assignment and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) Acceptance Agreement The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR: [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE ASSIGNEE: [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative AgentAgent By: Name: Title: [, and an Issuing BankConsented to:][12] By: Name: Title: [XXXXX FARGO BANK12 To be added only if the consent of the Borrower and/or other parties (e.g. Swingline Lender, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent L/C Issuer) is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) Form of the Credit Assignment and Acceptance Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Nuvasive Inc)

Assigned Interest. Assignor[s]4 Assignee[s]5 Facility Assigned 6 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of Commitment for all Lenders Lenders7 Amount of Tranche 1 Commitment/Tranche 1 Loans Commitment Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment 8 CUSIP Number ______________ $ ______________ $ ______________ ____________ % ______________ $ ______________ $______________ ____________% ______________ $ ______________ $ ______________ ____________ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ] 9 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 4 List each Assignor, as appropriate. 5 List each Assignee, if not already a Lenderas appropriate. 6 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”, agrees to deliver etc.). 7 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8 Set forth, to at least 9 decimals, as a percentage of the Commitment of all Lenders thereunder. 9 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available determined as of the Trade Date. Form of Assignment and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) Assumption The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and] 10 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank Consented to:] 11 By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 10 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Hologic Inc)

Assigned Interest. Facility Assigned Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans2 Term Loans $ $ % Revolving Loans $ $ % 2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % thereunder. Effective Date: _____________ ___, 20 201__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) THEREFOR.]3 The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] DUCOMMUN INCORPORATED4 By: Name: Title: [XXXXX FARGO BANKUBS AG, NATIONAL ASSOCIATIONSTAMFORD BRANCH, as Administrative Agent [and an Issuing Bank Bank]5 By: Name: Title: ] 3 This date may not be fewer than 5 Business days after the date of assignment unless the Administrative Agent otherwise agrees. 4 To be completed to the extent consent is required under Section 10.04(b) of the Credit Agreement. 5 Reference to Issuing Bank required for an assignment of Revolving Commitments. By: Name: Title: [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] ]6 [BARCLAYS BANK PLCUBS LOAN FINANCE LLC, as an Issuing Bank Swingline Lender By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents ]7 6 Reference to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as required for an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks assignment of Revolving Commitments. 7 Reference to Swingline Lender required for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) an assignment of the Credit AgreementRevolving Commitments. ANNEX 1 to Exhibit A of Credit Agreement Assignment and Assumption DUCOMMUN INCORPORATED CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Ducommun Inc /De/)

Assigned Interest. Aggregate Assignor[s] 5 Assignee[s]6 FacilityAssigned AggregateAmount ofCommitment/Loans for all Lenders7 Amount of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 PercentageAssignedof Commitment/Tranche 1 Loans of all Lenders Loans8 Revolving $ $ ____% $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: __________________, 20__.9 Effective Date: ____________________, 20 20__ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN BY THE REGISTER THEREFORADMINISTRATIVE AGENT.] The ____________________________ 5 List each Assignor, as appropriate. 6 List each Assignee, as appropriate. 7 Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 9 Insert if not already a Lender, agrees satisfaction of minimum amounts is to deliver to be determined as of the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available Trade Date. Cleco Power LLC Assignment and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) Assumption The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]10 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank Consented to:]11 [NAME OF RELEVANT PARTY] By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to _________________________ 10 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an 11 To be added only if the consent of the Borrower and/or other parties (e.g. Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent or Swingline Lender) is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. Cleco Power LLC Assignment and Assumption ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION1

Appears in 1 contract

Samples: Credit Agreement (Cleco Power LLC)

Assigned Interest. Percentage Assigned Of Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of all Lenders All Amount of Tranche 1 Commitment/ Outstanding Commitment/Tranche 1 Loans Loans CUSIP Commitments/ Assignor[s]5 Assignee[s]6 for all Lenders7 Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Number Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % $_______________ $_________ [7. Trade Date: __________________]8 Effective Date: __________________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 5 List each Assignor, as appropriate. 6 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 7 Amounts in this column and in the column immediately to the Administrative Agent a right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: _____________________________ Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: _____________________________ Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank ByConsented to and]9 Accepted: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank Administrative Agent By: _________________________________ Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO to: TECH DATA CORPORATION, as Borrower By: _________________________________ Name: Title: ] 2 Consent to ]10 9 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A 10 To be added only if the consent of the Borrower is required by the terms of the Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONAgreement.

Appears in 1 contract

Samples: Version Term Loan Credit Agreement (Tech Data Corp)

Assigned Interest. Assignor[s]13 Assignee[s]14 Aggregate Commitments15 Amount of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Commitment/ LC Exposure/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ Commitment/ LC Exposure/ Loans16 CUSIP Number $____________ $____________ __________% $ $ $____________ $____________ __________% $ $ $____________ $____________ __________% Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: __________]17 Effective Date: _________, 20 201[_] [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The REMAINDER OF PAGE INTENTIONALLY LEFT BLANK SIGNATURE PAGES FOLLOW ____________________________ 13 List each Assignor, as appropriate. 14 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 15 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 16 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 17 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR[S] [NAME OF ASSIGNORASSIGNOR[S] By: NameTitle: ASSIGNEE[S] [NAME OF ASSIGNEE[S] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]18 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative AgentAgent and/or Issuing Bank By: Title: ____________________________ 18 To be added only if the consent of the Administrative Agent and/or Issuing Bank is required by the terms of the Credit Agreement. [Consented to:]19 Borrowers FELCOR AUSTIN DOWNTOWN HOTEL, and an Issuing Bank] L.L.C. XXXXXX XXXXXX PLAZA OWNER, L.L.C. FELCOR/LAX HOTELS, L.L.C. CHARLESTON XXXXX HOUSE HOTEL, L.L.C. FELCOR SANTA XXXXXX OWNER, L.L.C. FELCOR UNION SQUARE HOTEL, L.L.C. FELCOR ST. XXXX OWNER, L.L.C. FELCOR AUSTIN DOWNTOWN LESSEE, L.L.C. XXXXXX XXXXXX PLAZA LEASING, L.L.C. FELCOR LAX LESSEE, L.L.C. CHARLESTON XXXXX HOUSE LESSEE, L.L.C. FELCOR SANTA XXXXXX LESSEE, L.L.C. FELCOR UNION SQUARE LESSEE, L.L.C. FELCOR ST. XXXX LEASING (SPE), L.L.C. In each case by: By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to ___________________________________ 19 To be included to added only if the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) consent of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent Borrowers are required by Sections 9.04(b)(i)(A) of the Credit Agreementunder Section 12.06(b)(iii)(A). ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Lease Agreement (FelCor Lodging Trust Inc)

Assigned Interest. Facility Assigned Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans for all Lenders (including any Letter of Credit Draws) * Amount of Commitment/Loans Assigned ** Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. Base Rate Loans Percentage Assigned of Commitment/Loans22 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 thereunder. CUSIP Number Eurocurrency Rate Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ ________% Competitive Bid Loans $ $ _______% Letter of Credit participations interest $ $ _______% Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders Swingline Loan participations interest $ $ _______% $ $ % $ $ % [7. Trade Date: ______________]33 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: ______________________________ Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By:______________________________ Name: Title: Consented to and Accepted: BANK OF AMERICA, N.A., acting in its capacity as Agent By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., acting in its capacity as Administrative Agent[Swingline Lender By: Name: Title: BANK OF AMERICA, and an Issuing Bank] N.A., acting in its capacity as L/C Issuer By: Name: Title: [XXXXX FARGO BANKConsented to: LIBERTY PROPERTY LIMITED PARTNERSHIP, NATIONAL ASSOCIATION, as an Issuing Bank By: Liberty Property Trust, its general partner By: ____________________ Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to Title:]44 To the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of under the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Liberty Property Limited Partnership)

Assigned Interest. Facility Assigned Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of all Lenders for Lender* Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned* Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders [9 decimals] $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ______________________]1 Effective Date: __________________, 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, [Signature Page Follows] * Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 1 To be completed if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANKPNC Bank, N.A.National Association, as Administrative Agent[, and an Issuing Bank] By: Agent By Name: Title: [XXXXX FARGO BANKConsented to:]2 PNC Bank, NATIONAL ASSOCIATIONNational Association, as an Issuing Bank By: Lender and Swing Lender By Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Consented to:]3 Ferroglobe PLC By Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents 2 If consent is required pursuant to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) Section 11.8.2 of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [3 If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent consent is required pursuant to be included to the extent required by Sections 9.04(b)(i)(A) Section 11.8.2 of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Ferroglobe PLC)

Assigned Interest. Assignee Facility assigned Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders under such Facility Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned under such Facility Scheme Reference number under the HMRC DT Treaty Passport Scheme and Jurisdiction of Aggregate Amount Tax Residence29 [Name of Tranche 1 Commitment/Tranche 1 Assignee] __________ __________ [Name of Assignee] __________ __________ Effective Date ___________ ____, 201__ __________________ 29 Include for Assignees of Multicurrency Revolving Commitments. If this information is not provided, the Assignee may be subject to UK withholding tax with respect to Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver made to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsU.K. Borrower. (Signatures begin on following page) ASSIGNOR INFORMATION Payment Instructions: Reference: Notice Instructions: Reference: ASSIGNEE INFORMATION Payment Instructions: Reference: Notice Instructions: Reference: The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNEE [NAME OF ASSIGNOR] [NAME OF ASSIGNEE]30 By:___________________________ By:___________________________ Name: Name: Title: ASSIGNEE Title: [NAME OF ASSIGNEEAdditional Signature lines as necessary] [Additional Signature lines as necessary] By:___________________________ By:___________________________ Name: Name: Title: (Consents begin on following page) Title: [Consented to and Accepted]1and]31 Accepted: JPMORGAN CHASE BANK, N.A.DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent[, and an Issuing Bank] Agent By: :___________________________ Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, Applicable Borrower]32: as an Issuing Bank Borrower By: :___________________________ Name: Title: ] [BANK OF AMERICA, N.A.__________________ 30 Add additional signature blocks, as needed. 31 Insert only if assignment is being made to an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLCAssignee other than an Affiliate or another Lender, as an Issuing Bank By: Name: Title: ] [CITIBANKor, N.A.in the case of a Lender that is a Fund, as an Issuing Bank By: Name: Title: ] 1 Consents to any Related Fund of any Lender. 32 To be included to the extent required by Sections 9.04(b)(i)(B) if no Event of Default then exists and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreementis continuing. ANNEX 1 to Exhibit A of Credit Agreement FOR ASSIGNMENT AND ASSUMPTION AGREEMENT ANNEX I CROWN AMERICAS LLC CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONASSUMPTION AGREEMENT

Appears in 1 contract

Samples: Credit Agreement (Crown Holdings Inc)

Assigned Interest. Facility Assigned Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans Commitment (and related extensions of credit) for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Commitment (and related extensions of credit) Assigned6 Percentage Assigned of Aggregate Amount Commitment (and related extensions of Tranche 1 Commitment/Tranche 1 credit)7 Revolving Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Term Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective Date: [ ] [ ], 20 20[ ] [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to ]. 6 Unless the Borrower and the Administrative Agent consent otherwise, the amount of Commitments assigned must not be less than $1M (and in integral multiples of $1M in excess thereof) except if assignment is (i) to another Lender or an Approved Fund or (ii) of the entire remaining amount of the Assignor’s Commitment or Loans of any class,. 7 Set forth, to at least 9 decimals, as a completed Administrative Questionnaire in which percentage of the Assignee designates one or more credit contacts to whom Commitment of all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsLenders thereunder. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ], the Assignor By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] ], the Assignee By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE [CITIZENS BANK, N.A., N.A. as Administrative AgentAgent8] [, and an Issuing BankSwingline Lender9,]] By: Name: Title: [XXXXX FARGO BANKConsented to:]10 CHAMPION HOME BUILDERS, NATIONAL ASSOCIATIONINC., as an Issuing Bank the Borrower, By: Name: Title: ] [BANK OF AMERICA, N.A.Consented to:]11 [Issuing Bank], as an Issuing Bank Bank, By: Name: Title: 8 Include unless assignment is of Term Loans to an Approved Fund. 9 Include unless assignment is of Term Loans. 10 Include unless assignment is (i) to any other Lender or an Affiliate of a Lender holding the same Class of Loans, (ii) by a Term Lender to an Approved Fund or (iii) an Event of Default has occurred and is continuing. 11 Include unless assignment is of Term Loans. $[ ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement CREDIT FACILITY STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Collateral Agreement (Skyline Champion Corp)

Assigned Interest. Assignor[s]5 Assignee[s]6 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of Commitment for all Lenders Lenders7 Amount of Tranche 1 Commitment/Tranche 1 Loans Commitment Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment8 $ ________________ $ _________ ____________% $ ________________ $ _________ ____________% $ ________________ $ _________ ____________% Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [8. Trade Date: __________________]9 Effective Date: __________________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR[S]10 [NAME OF ASSIGNOR] By: NameTitle: [NAME OF ASSIGNOR] 5 List each Assignor, as appropriate. 6 List each Assignee and, if available, its market entity identifier, as appropriate. 7 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8 Set forth, to at least 9 decimals, as a percentage of the Commitment of all Lenders thereunder. 9 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. 10 Add additional signature blocks as needed. Include both Fund/Pension Plan and manager making the trade (if applicable). Form of Assignment and Assumption By: Title: ASSIGNEE ASSIGNEE[S]11 [NAME OF ASSIGNEE] By: NameTitle: [NAME OF ASSIGNEE] By: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATIONXXXXX XX WH LLC, as Borrower By: Name: Title: ] 2 Consent to be included to 11 Add additional signature blocks as needed. Include both Fund/Pension Plan and manager making the extent required by Sections 9.04(b)(i)(A) trade (if applicable). Form of the Credit Agreement. Assignment and Assumption ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION [___________________] STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Owl Rock Core Income Corp.)

Assigned Interest. Assignor[s]6 Assignee[s]7 Facility Assigned8 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders9 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans10 CUSIP Number Revolving Commitment $ $ % Term Commitment/ Term Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: __________________]11 Effective Date: __________________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 6 List each Assignor, as appropriate. 7 List each Assignee, if not already a Lenderas appropriate. 8 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment”, agrees to deliver “Term Commitment”, etc.). 9 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 11 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]12 Accepted: JPMORGAN CHASE BANK, N.A.KEYBANK NATIONAL ASSOCIATION, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank Consented to:]13 By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 12 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Welltower Inc.)

Assigned Interest. Facility Assigned Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of the applicable Class of all Lenders Amount of Tranche 1 Commitmentthe Commitments/Tranche 1 Loans of the applicable Class Assigned Percentage Assigned of Aggregate Amount of Tranche 1 CommitmentCommitments/Tranche 1 Loans of the applicable Class of all Lenders Lenders2 Term Loans $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % [ ]3 $ $ % Effective Date: __________________ , 20 20__ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which any tax forms required by Section 4.07(g) of the Assignee designates Credit Agreement and to designate one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information with respect to the Parent or its Subsidiaries or with respect to the securities of any such Person ("Parent Restricted Information")) will be made available and who may receive such information in accordance with the Assignee’s 's compliance procedures and applicable laws, including Federal and state State securities laws. (Signatures begin on following page) 2 Set forth, to at least 9 decimals, as a percentage of the Commitments/Loans of all Term Lenders or Incremental Lenders of any Class, as applicable. 3 In the event Other Term Loans of any Class are established under Section 2.12 of the Credit Agreement, refer to the Class of such Loans assigned. The terms set forth in this Assignment and Assumption above are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ByConsented to and Accepted: ___________________________, as Assignor, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent, by by Name: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] ByTitle:] ___________________________, as Assignee, Consented to: ARCTIC LNG CARRIERS LTD., by by Name: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANKTitle:] DYNAGAS FINANCE LLC, N.A., as Administrative Agent[, and an Issuing Bank] By: by Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, Title:]4 4 Select as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreementapplicable. ANNEX 1 to Exhibit A of Credit Agreement I TO AFFILIATED LENDER ASSIGNMENT AND ASSUMPTION AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Dynagas LNG Partners LP)

Assigned Interest. Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of Commitment for all Lenders Lenders* Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned* Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ Loans10 CUSIP Number $_______________ $_______________ _______________% $ $ $_______________ $_______________ _______________% $ $ $_______________ $_______________ _______________% Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: _____________________]11 Effective Date: _______________, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: NameTitle: [Consented to and] Accepted: [NAME OF ADMINISTRATIVE AGENT], as Administrative Agent By: Title: (Consents begin on following page) 10 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 11 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A.to:] [NAME OF L/C ISSUER], as Administrative Agent[, and an Issuing Bank] L/C Issuer By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATIONConsented to:] [NAME OF SWING LINE LENDER], as an Issuing Bank Swing Line Lender By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION XXXXX CORPORATION SECOND AMENDED AND RESTATED REVOLVING CREDIT FACILITY STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Holly Corp)

Assigned Interest. Aggregate Assignor[s] List each Assignor, as appropriate. Assignee[s] List each Assignee, as appropriate. FacilityAssigned Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Facility Commitment”, “Term A Loan Commitment”, “Term B Loan Commitment”, etc.). AggregateAmount ofCommitment/Loansfor all Lenders Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. Amount ofCommitment/LoansAssigned PercentageAssigned ofCommitment/Loans Set forth, to at least 9 decimals, as a percentage of Tranche 1 Commitmentsthe Commitment/Tranche 1 Loans of all Lenders Amount thereunder. CUSIP Number ____________ $________________ $_________ ____________% ____________ $________________ $_________ ____________% ____________ $________________ $_________ ____________% [7. Trade Date: __________________] To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: __________________, 20 20__ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: _____________________________ Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: _____________________________ Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank ByConsented to and] To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement. Accepted: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: _________________________________ Name: Title: [Consented to] [BARCLAYS BANK PLCTo be added only if the consent of the Borrower is required by the terms of the Credit Agreement.: EVERTEC GROUP, as an Issuing Bank LLC By: _________________________________ Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to Consented to:] To be included to added only if the extent consent of other parties (e.g. Swingline Lender or Primary L/C Issuer) is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: _________________________________ Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. 128 ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ACCEPTANCE EVERTEC GROUP, LLC CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE

Appears in 1 contract

Samples: Credit Agreement (EVERTEC, Inc.)

Assigned Interest. Assignor[s]5 Assignee[s]6 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders7 Amount of Tranche 1 Commitment/Tranche 1 Loans Commitment /Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Loans8 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]9 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 5 List each Assignor, as appropriate. 6 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 7 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 9 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]10 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANKWILMINGTON TRUST, NATIONAL ASSOCIATION, as an Issuing Bank Administrative Agent By: Name: Title: ] [BANK OF AMERICAXXXXXX RESOURCES, N.A., as an Issuing Bank INC. By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 10 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Assignment and Assumption (Warren Resources Inc)

Assigned Interest. Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of all Lenders for All Lenders* Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned* Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans1 $ $ % $ $ % $ $ % Aggregate Amount of Tranche [7. Trade Date: ______________]2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 201___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR: [NAME OF ASSIGNOR] By: _______________________________________ Name: Title: ASSIGNEE ASSIGNEE: [NAME OF ASSIGNEE] By: _______________________________________ Name: Title: (Consents begin on following page) _______________________________ * Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 1 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 2 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. [Consented to and Accepted]1and]3 Accepted: JPMORGAN CHASE BANK, N.A.KEYBANK NATIONAL ASSOCIATION, as Administrative Agent[, and an Issuing Bank] Agent By: _______________________________________ Name: Title: [XXXXX FARGO BANKConsented to:]4 RETAIL OPPORTUNITY INVESTMENTS PARTNERSHIP, LP, a Delaware limited partnership By: Retail Opportunity Investments GP, LLC, a Delaware limited liability company, its general partner By: _______________________________________ Name: Title: [Consented to:]5 [KEYBANK NATIONAL ASSOCIATION, as an Issuing Bank L/C Issuer] By: _______________________________________ Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to _______________________________ 3 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Retail Opportunity Investments Corp)

Assigned Interest. Assignor Assignee Facility Assigned6 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders7 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ Commitment/ Loans8 CUSIP Number $________________ $_________ ____________% $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]9 Effective Date: , 20 201_ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: 6 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (Consents begin on following page) e.g. “Revolving Credit Commitment” or “Incremental Term Commitment”). 7 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 9 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. [Consented to and Accepted]1and]10 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank Consented to:]11 By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 10 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK11 To be added only if the consent of the Domestic Borrower and/or other parties (e.g. Swing Line Lender, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent L/C Issuer) is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Diodes Inc /Del/)

Assigned Interest. Facility Assigned2 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders* Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned* Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans3 $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ______________]4 Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: :______________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: :______________________________ Title: (Consents begin on following page) [Consented to and Accepted]1and]5 Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: Name: _________________________________ Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] Consented to:]6 [BANK OF AMERICA, N.A., as an Issuing Bank L/C Issuer][and Swing Line Lender] By: Name: ________________________________ Title: ] [BARCLAYS BANK PLC2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” etc.) * Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 3 Set forth, to at least 9 decimals, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents a percentage of the Commitment/Loans of all Lenders thereunder. 4 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be included to determined as of the extent Trade Date. 5 To be added only if the consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Vectren Utility Holdings Inc)

Assigned Interest. Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Commitment for all Commitment Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Facility Assigned Lenders* Assigned* Commitment2 CUSIP Number Committed Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]3 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee2 Set forth, to at least 9 decimals, as a percentage of the Commitment of all Lenders thereunder. 3 To be completed if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank Administrative Agent By: Name: Title: ] [BARCLAYS Consented to:]5 BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANKOF AMERICA, N.A., as an Issuing Bank L/C Issuer and Swing Line Lender By: Name: Title: ] 1 Consents to ANIXTER INC. By: Title: 4 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK5 To be added only if the consent of Anixter and/or other parties (e.g. Swing Line Lender, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent L/C Issuer) is required by Sections 9.04(b)(i)(A) the terms of the Credit Agreement. ANNEX 1 TO ASSIGNMENT AND ASSUMPTION AMENDED AND RESTATED FIVE-YEAR REVOLVING CREDIT AGREEMENT dated as of April 20, 2007 among ANIXTER INC., the Borrowing Subsidiaries from time to Exhibit A of Credit Agreement time party thereto, the Lenders party thereto, and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Revolving Credit Agreement (Anixter International Inc)

Assigned Interest. Assignor List each Assignor, as appropriate. Assignee List each Assignee, as appropriate. Facility Assigned Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., “Revolving Credit Commitment,” “Letter of Credit Commitment,” etc.) Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of Advances for all Lenders Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. Amount of Tranche 1 Commitment/Tranche 1 Loans Advances Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans Advances Set forth, to at least 9 decimals, as a percentage of the Commitment/Advances of all Lenders thereunder. CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount [7. Trade Date: ______________] To be completed if the Assignor(s) and the Assignee(s) intend that the minimum assignment amount is to be determined as of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Exhibit 10.01 Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: :______________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: :______________________________ Title: (Consents begin on following page) [Consented to and Accepted]1and] To be added only if the consent of the Agent is required by the terms of the Credit Agreement. Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank Agent By: Name: _________________________________ Title: ] 1 Consents to [Consented to:] To be included to added only if the extent consent of the Borrower and/or other parties (e.g. Issuing Bank) is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank NAME OF RELEVANT PARTY] By: Name: ________________________________ Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. Exhibit 10.01 ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Assignment and Assumption (Eastman Chemical Co)

Assigned Interest. Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of all Lenders for All Lenders* Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned* Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans1 $ $ % $ $ % $ $ % Aggregate Amount of Tranche [7. Trade Date: ______________]2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR: [NAME OF ASSIGNOR] By: ________________________________ Name: Title: ASSIGNEE ASSIGNEE: [NAME OF ASSIGNEE] By: ________________________________ Name: Title: (Consents begin on following page) _____________________________ * Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 1 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 2 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. [Consented to and Accepted]1and]3 Accepted: JPMORGAN CHASE BANK, N.A.KEYBANK NATIONAL ASSOCIATION, as Administrative Agent[, and an Issuing Bank] Agent By: ________________________________ Name: Title: [XXXXX FARGO BANKConsented to:]4 RETAIL OPPORTUNITY INVESTMENTS PARTNERSHIP, LP, a Delaware limited partnership By: Retail Opportunity Investments GP, LLC, a Delaware limited liability company, its general partner By: Retail Opportunity Investments Corp., a Maryland corporation, its managing member By: ________________________________ Name: Title: [Consented to:]5 [KEYBANK NATIONAL ASSOCIATION, as an Issuing Bank L/C Issuer] By: ________________________________ Name: Title: ] [BANK OF AMERICA, N.A.Consented to:]6 [KEYBANK NATIONAL ASSOCIATION, as an Issuing Bank Swing Line Lender] By: ________________________________ Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to _____________________________ 3 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Retail Opportunity Investments Partnership, LP)

Assigned Interest. Assignor[s]5 Assignee[s]6 Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Notes for all Lenders7 Amount of Commitment/Notes Assigned8 Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Notes9 CUSIP Xxxxxx00 $ $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [8. Trade Date: ] Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE THE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 5 List each Assignor, as appropriate. 6 List each Assignee, if not already a Lender, agrees to deliver as appropriate. 7 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 8 After giving effect to Assignee’s purchase and assumption of the Assigned Interest, the aggregate principal amount of Notes held at any one time by Affiliated Purchasers shall not exceed 25% of the original principal amount of all Notes at such time outstanding (such percentage, the “Affiliated Purchaser Cap”). To the extent any assignment to an Affiliated Purchaser would result in the aggregate principal amount of all Notes held by Affiliated Purchasers exceeding the Affiliated Purchaser Cap, the assignment of such excess amount will be void ab initio. 9 Set forth, to a least 9 decimals, as a percentage of the Commitment/Notes of all Purchasers thereunder. 10 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) AFFILIATED PURCHASER ASSIGNMENT AND ASSUMPTION The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted for Recordation in the Register KGH INTERMEDIATE HOLDCO II, LLC By: JPMORGAN CHASE BANKKGH Intermediate Holdco I, N.A.LLC, as Administrative Agent[its managing member, and an Issuing Bank] By: Xxxxx Group Holdings, LLC, its managing member By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. AFFILIATED PURCHASER ASSIGNMENT AND ASSUMPTION ANNEX 1 to Exhibit A of Credit Agreement TO AFFILIATED PURCHASER ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR AFFILIATED PURCHASER ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Note Purchase Agreement (Keane Group, Inc.)

Assigned Interest. Aggregate Amount See Schedules attached hereto [7. Trade Date: ______________] To be completed if the Assignor and the Assignee(s) intend that the minimum assignment amount is to be determined as of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: _____________ ___, 20 20__ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, [The] [Each] Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the [the] [such] Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Borrower and its Related Parties or their respective securities) will be made available and who may receive such information in accordance with the [applicable] Assignee’s compliance procedures and applicable laws, including Federal federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: :______________________________ Title: ASSIGNEE ASSIGNEE[S] [NAME OF ASSIGNEE] Add additional signature blocks, as needed. [an Affiliate/Approved Fund of [identify Lender] Select as applicable.] By: Name: :______________________________ Title: (Consents begin on following page) [Consented to and Accepted]1and] To be added only if the consent of the Administrative Agent is required by the terms of the Term Loan Agreement. Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] Agent By: Name: _________________________________ Title: [Consented to:] To be added only if the consent of the Borrower is required by the terms of the Term Loan Agreement. XXXXX FARGO BANKCORNING By________________________________ Title: SCHEDULE 1 To Assignment and Assumption Assigned Interests: Assignor Assignee(s) Facility Assigned Aggregate Amount of Commitment/Term Loans for all LendersAmount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. Amount of Commitment/Term Loans Assigned Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. Percentage Assigned of Commitment/Term Loans Set forth, NATIONAL ASSOCIATIONto at least 9 decimals, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) a percentage of the Credit AgreementCommitment/Term Loans of all Lenders thereunder. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. CUSIP Number Term Loan Facility $ $ % ANNEX 1 to Exhibit A of Credit Agreement Assignment and Assumption STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Term Loan Agreement (Owens Corning)

Assigned Interest. Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche Loans1 $ 10,000,000 $ % 1 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % thereunder. Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: ______________________________ Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: ______________________________ Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE BANKCREDIT SUISSE AG, N.A.CAYMAN ISLANDS BRANCH, as Administrative Agent[, and an Issuing Bank] Agent By: Name_________________________________ Name Title: By: _________________________________ Name Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank ROTECH HEALTHCARE INC.]1 By: Name: _________________________________ Name Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents Pursuant to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(CSection 9.04(b) of the Credit Agreement. [MIZUHO BANK, LTD., as Borrower consent is required for assignments of Commitments and Loans; provided that such consent of the Borrower shall (a) not be required (i) if such assignment is made to another Lender or an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Affiliate of a Lender or a Related Fund or (ii) after the occurrence and during the continuance of an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Event of Default and (b) be deemed given unless the Borrower By: Name: Title: ] 2 Consent shall have objected to be included such arrangement by written notice to the extent required by Sections 9.04(b)(i)(A) of the Credit AgreementAdministrative Agent within five Business Days after having received notice thereof. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE

Appears in 1 contract

Samples: Credit Agreement (Rotech Healthcare Inc)

Assigned Interest. Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Multicurrency Commitment/Tranche 1 Multicurrency Loans Assigned Applicable Percentage of all Lenders Commitment/Loans Assigned2 $ $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective Date: [__________] [____], 20 20[___] [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee2 Set forth, if not already to at least 9 decimals, as a Lender, agrees to deliver to percentage of the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom Commitment/Loans of all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsLenders thereunder. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR: [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE ASSIGNEE: [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1Accepted: JPMORGAN CHASE MUFG BANK, N.A.LTD., as Administrative Agent[, Swingline Lender and an Issuing Bank] Bank By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO THE TORONTO-DOMINION BANK, LTD.NEW YORK BRANCH, as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO to:]3 XX XXXXXXXX CORPORATION, as Borrower By: Name: Title: ] 2 Consent to 3 To be included to added only if the extent consent of the Borrower is required by Sections 9.04(b)(i)(Athe terms of the Credit Agreement. (See Section 9.04(b) of the Credit Agreement). ANNEX 1 to Exhibit A of for Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Senior Unsecured (HF Sinclair Corp)

Assigned Interest. Assignor 1 Assignee 2 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of Advances for all Lenders 3 Amount of Tranche 1 Commitment/Tranche 1 Loans Advances Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Commitment/ Advances 4 CUSIP Number $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ______________]5 [Page break] Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: :______________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: :______________________________ Title: (Consents begin on following page1 List each Assignor, as appropriate. 2 List each Assignee, as appropriate. 3 Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 4 Set forth, to at least 9 decimals, as a percentage of the Commitment/Advances of all Lenders thereunder. 5 To be completed if the Assignor(s) and the Assignee(s) intend that the minimum assignment amount is to be determined as of the Trade Date. [Consented to and Accepted]1and]6 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank Agent By: Name: _________________________________ Title: [Consented to:]7 [NAME OF RELEVANT PARTY] 1 Consents to By: ________________________________ Title: 6 To be included to added only if the extent consent of the Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Assignment and Assumption (Eastman Chemical Co)

Assigned Interest. Aggregate Amount See Schedules attached hereto [7. Trade Date: ______________]4 4 To be completed if the Assignor and the Assignees intend that the minimum assignment amount is to be determined as of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) ASSIGNEES See Schedules attached hereto [Consented to and Accepted]1and]5 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, and an Issuing Bank] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent By Title: [Consented to:]6 ATLANTIC DIVING SUPPLY, INC., as Administrative Borrower, on behalf of itself and the other Borrowers By Title: 5 To be added only if the consent of the Administrative Agent and/or the Swingline Lender and Issuing Lender is required by the terms of the Loan Agreement. May also use a Master Consent. 6 To be added only if the consent of the Administrative Borrower is required by the terms of the Loan Agreement. May also use a Master Consent. SCHEDULE 1 To Assignment and Assumption By its execution of this Schedule, the Assignee agrees to the terms set forth in the attached Assignment and Assumption. Assigned Interests: Aggregate Amount Percentage of Commitment/ Amount of Assigned of Facility Loans for all Commitment/ Commitment/ Assigned7 Lenders8 Loans Assigned9 Loans10 CUSIP Number $ $ % $ $ % $ $ % [NAME OF ASSIGNEE]11 [and is an Issuing Bank Affiliate/Approved Fund of [identify Lender]12] By: Name: Title: ] [BANK OF AMERICA7 Fill in the appropriate terminology for the types of facilities under the Loan Agreement that are being assigned under this Assignment (e.g. “Commitment”) 8 Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 9 Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, N.A.to at least 9 decimals, as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLCa percentage of the Commitment/Loans of all Lenders thereunder. 11 Add additional signature blocks, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., needed. 12 Select as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreementapplicable. ANNEX 1 to Exhibit A of Credit Agreement Assignment and Assumption STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Loan and Security Agreement (ADS Tactical, Inc.)

Assigned Interest. Assignor[s]6 Assignee[s]7 Facility Assigned8 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Lenders9 Amount of Tranche 1 Commitment/Tranche 1 Commitment/ Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/ Loans10 CUSIP Number Revolving Commitment $ $ % Term Commitment/Tranche 1 Term Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]11 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The 6 List each Assignor, as appropriate. 7 List each Assignee, if not already a Lenderas appropriate. 8 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment”, agrees to deliver “Term Commitment”, etc.). 9 Amounts in this column and in the column immediately to the Administrative Agent right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 10 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 11 To be completed Administrative Questionnaire in which if the Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with determined as of the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsTrade Date. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and]12 Accepted: JPMORGAN CHASE BANK, N.A.KEYBANK NATIONAL ASSOCIATION, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank Consented to:]13 By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 12 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Health Care Reit Inc /De/)

Assigned Interest. 1 Select as applicable. Exhibit A – 1 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Multicurrency Commitment/Tranche 1 Multicurrency Loans Assigned Applicable Percentage of all Lenders Commitment/Loans Assigned2 $ $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % Effective Date: [__________] [____], 20 20[___] [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee2 Set forth, if not already to at least 9 decimals, as a Lender, agrees to deliver to percentage of the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom Commitment/Loans of all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities lawsLenders thereunder. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR: [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE ASSIGNEE: [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [CONSENTS BEGIN NEXT PAGE] Consented to and Accepted]1Accepted: JPMORGAN CHASE MUFG BANK, N.A.LTD., as Administrative Agent[, Swingline Lender and an Issuing Bank] Bank By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to the extent required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO THE TORONTO-DOMINION BANK, LTD.NEW YORK BRANCH, as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO to:]3 HOLLYFRONTIER CORPORATION, as Borrower By: Name: Title: ] 2 Consent to 3 To be included to added only if the extent consent of the Borrower is required by Sections 9.04(b)(i)(Athe terms of the Credit Agreement. (See Section 9.04(b) of the Credit Agreement). ANNEX 1 to Exhibit A of for Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Revolving Credit Agreement (HollyFrontier Corp)

Assigned Interest. Aggregate Amount of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Total Commitment Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Commitment Assigned2 Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ Commitment3 $_______________ $_______________ _____________% $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: __________________]4 Effective Date: __________________, 20 20__ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: __________________ 2The amount of the Commitment assigned by the Assignor pursuant to this Assignment and Acceptance (determined as of the date this Assignment and Acceptance is delivered to the Administrative Agent) shall not be less than $25,000,000, unless (a) the Assignee under this Assignment and Acceptance is a Lender or an Affiliate of a Lender, (b) the Commitment assigned by the Assignor pursuant to this Assignment and Acceptance is the entire remaining amount of the Assignor’s Commitment, or (c) the Administrative Agent otherwise consents. 3Set forth, to at least 9 decimals, as a percentage of the Total Commitment under the Reimbursement Agreement. 4To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Exhibit A An [*] represents confidential information that has been omitted and filed separately with the Securities and Exchange Commission. ASSIGNOR [NAME OF ASSIGNOR] By: _____________________________ Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: _____________________________ Name: Title: (Consents begin on following page) Exhibit A An [*] represents confidential information that has been omitted and filed separately with the Securities and Exchange Commission. Consented to and Accepted]1Accepted: JPMORGAN CHASE [CREDIT SUISSE AG, NEW YORK BANK, N.A.], as Administrative Agent[, and an Issuing Bank] Agent By: _________________________________ Name: Title:] By: _________________________________ Name: Title:]5 [XXXXX FARGO BANKCREDIT SUISSE AG, NATIONAL ASSOCIATIONNEW YORK BRANCH], as an Issuing Bank Lender By: _________________________________ Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank :] By: _________________________________ Name: Title: ] Title:]6 [BARCLAYS BANK PLC, as an Issuing Bank LINCOLN NATIONAL CORPORATION By: _________________________________ Name: Title: Title:]7 ___________________________ 5Insert as applicable. No consent and acceptance shall be necessary in the event of an assignment to a Lender or an Affiliate of a Lender. 6Insert as applicable. No consent and acceptance shall be necessary in the event of an assignment to a Lender or an Affiliate of a Lender. 7Insert as applicable. No consent and acceptance shall be necessary if an Event of Default has occurred and is continuing. Exhibit A An [*] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to be included to represents confidential information that has been omitted and filed separately with the extent required by Sections 9.04(b)(i)(B) Securities and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit AgreementExchange Commission. ANNEX 1 to Exhibit A of Credit Agreement TO ASSIGNMENT AND ACCEPTANCE STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE

Appears in 1 contract

Samples: Reimbursement Agreement (Lincoln National Corp)

Assigned Interest. Facility Assigned2 Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of for all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Loans3 Tranche A Commitment [$] [$] % Tranche B Commitment [$] [$] % Revolving Commitment [$] [$] % 1 Select as applicable. 2 Revolving Credit (includes participations in Letters of Credit) / Competitive Loans 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % thereunder. Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if Assignee (in the case of an Assignee that is not already a Lender, ) agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPImaterial non-public information about the Loan Parties and their Related Parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) [Consented to and Accepted]1and] 4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent[, Agent and an as Issuing Bank] By: Lender By Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Lender By Name: Title: ] [ROYAL BANK OF AMERICA, N.A.CANADA, as an Issuing Bank By: Lender By Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Consented to:] 5 KIMCO REALTY CORPORATION By Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 4 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Kimco Realty Corp)

Assigned Interest. Aggregate Amount See Schedules attached hereto [7. Trade Date: ______________]13 13 To be completed if the Assignor and the Assignees intend that the minimum assignment amount is to be determined as of Tranche 1 Commitments/Tranche 1 Loans of all Lenders Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % the Trade Date. Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) ASSIGNEES See Schedules attached hereto [Consented to and Accepted]1and]14 Accepted: JPMORGAN CHASE XXXXX FARGO BANK, N.A., as Administrative AgentAgent By Title: [Consented to:]15 TEKELEC, as Borrower Agent By Title: 14 To be required only if the Revolving Credit commitment then in effect is less than $5,000,000, or if such assignment is to a Person that is not a Lender with a Revolving Credit Commitment, an Affiliate of such Lender or an Approved Fund with respect to such Lender. May also use a Master Consent. 15 To be required only so long as no Event of Default has occurred and is continuing, and such assignment is not to a Lender, an Issuing BankAffiliate of a Lender or an Approved Fund. May also use a Master Consent. SCHEDULE 1 To Assignment and Assumption By its execution of this Schedule, the Assignee agrees to the terms set forth in the attached Assignment and Assumption. Assigned Interests: Aggregate Amount of Amount of Percentage Commitment/ Commitment/ Assigned of Loans for all Loans Commitment/ Facility Assigned Lenders16 Assigned17 Loans18 CUSIP Number Revolving Credit Facility $ $ % Swingline Facility $ $ % [NAME OF ASSIGNEE]19 [and is an Affiliate/Approved Fund of [identify Lender]20] By: Name: Title: [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents 16 Amount to be included adjusted by the counterparties to take into account any payments or prepayments made between the extent required by Sections 9.04(b)(i)(B) Trade Date and 9.04(b)(i)(C) of the Credit Agreement. [MIZUHO BANK, LTDEffective Date., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Credit Agreement (Tekelec)

Assigned Interest. Aggregate Amount of Tranche 1 CommitmentsCommitment/Tranche 1 Loans of all Lenders for All Lenders* Amount of Tranche 1 Commitment/Tranche 1 Loans Assigned Assigned* Percentage Assigned of Aggregate Amount of Tranche 1 Commitment/Tranche 1 Loans of all Lenders Loans4 $ $ % $ $ % $ $ % Aggregate Amount of Tranche 2 Commitments/Tranche 2 Loans of all Lenders Amount of Tranche 2 Commitment/Tranche 2 Loans Assigned Percentage Assigned of Aggregate Amount of Tranche 2 Commitment/Tranche 2 Loans of all Lenders $ $ % $ $ % $ $ % [7. Trade Date: ]5 Effective Date: , 20 201 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain MNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. (Signatures begin on following page) The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNOR: [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE ASSIGNEE: [NAME OF ASSIGNEE] By: Name: Title: (Consents begin on following page) * Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 4 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 5 To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date. Form of Assignment and Assumption [Consented to and Accepted]1and]6 Accepted: JPMORGAN CHASE XXXXX FARGO BANK, N.A.NATIONAL ASSOCIATION, as Administrative Agent[, and an Issuing Bank] Agent By: Name: Title: [Consented to:]7 PLUM CREEK TIMBERLANDS, L.P., a Delaware limited partnership By: Plum Creek Timber I, L.L.C., its General Partner By: Plum Creek Timber Company, Inc., its Managing Member By: Name: Title: [Consented to:]8 [XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Bank L/C Issuer][and Swing Line Lender] By: Name: Title: ] [BANK OF AMERICA, N.A., as an Issuing Bank By: Name: Title: ] [BARCLAYS BANK PLC, as an Issuing Bank By: Name: Title: ] [CITIBANK, N.A., as an Issuing Bank By: Name: Title: ] 1 Consents to 6 To be included to added only if the extent consent of the Administrative Agent is required by Sections 9.04(b)(i)(B) and 9.04(b)(i)(C) the terms of the Credit Agreement. [MIZUHO BANK, LTD., as an Issuing Bank By: Name: Title: ] [THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an Issuing Bank By: Name: Title: ] [If additional Issuing Banks, add additional signature blocks for consent] [Consented to:]2 TESORO CORPORATION, as Borrower By: Name: Title: ] 2 Consent to be included to the extent required by Sections 9.04(b)(i)(A) of the Credit Agreement. ANNEX 1 to Exhibit A of Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Appears in 1 contract

Samples: Revolving Credit Agreement (Plum Creek Timber Co Inc)

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