Assignment by the Lenders. Each Lender will have the right to sell or assign, in minimum portions of $5,000,000, such Lender's Individual Commitment Amount to one or more financial institutions with the consent of the Agent, the Swing Line Lender and each Fronting Lender and, if no Event of Default has occurred and is continuing, the consent of the Borrower, each such consent not to be unreasonably withheld or delayed, and further provided that at and after the time of the assignment, the Borrower will not be under any obligation to pay, by way of withholding tax or otherwise, any greater amount (other than the Discount Rate for Bankers' Acceptances) than it would have been obliged to pay if the Lender had not made an assignment and provided further, that each remaining Lender will at all times maintain an Individual Commitment Amount in an aggregate principal amount at least equal to $5,000,000, except to the extent the assignment is of a Lender's entire Individual Commitment Amount. Notwithstanding the foregoing, a Lender may sell or assign its Individual Commitment Amount to an Affiliate thereof without the consent of the Agent, the Swing Line Lender, the Fronting Lenders or the Borrower if (a) such Lender remains liable for its obligations under the Documents notwithstanding such sale or assignment, and (b) the Borrower will not be under any obligation to pay, by way of withholding tax or otherwise, any greater amount than it would have been obliged to pay if the Lender had not made such sale or assignment. An assignment fee of $3,500 for each such assignment (other than to an Affiliate) will be payable to the Agent by the assignor Lender, other than in respect of an assignment by the Agent. In the event of such sale or assignment, the Borrower will execute and deliver all such agreements, documents and instruments as the Agent or Lender may reasonably request to effect and recognize such syndication, participation, sale or assignment.
Assignment by the Lenders. Each Lender will have the right to sell or assign in minimum portions of Cdn. $2,000,000 (with such Lender, where such sale or assignment is not of all of such Lender’s Individual Revolving Loan Commitment Amount retaining an Individual Revolving Loan Commitment Amount of at least Cdn. $2,000,000 such Lender’s Individual Revolving Loan Commitment Amount to one or more Domestic Lenders acceptable to the Borrower and the Agent provided that at and after the time of the assignment, the Borrower will not be under any obligation to pay by way of withholding tax or otherwise any greater amount than it would have been obliged to pay if the Lender had not made an assignment. An assignment fee of $3,500 for each such assignment (other than to an Affiliate of a Lender) will be payable to the Agent by the assigning Lender. In the event of such sale or assignment, the Borrower, the Agent and the other Lenders will execute and deliver all such agreements, documents and instruments as the Agent or Lender may reasonably request to effect and recognize such sale or assignment, including an Instrument of Adhesion. Notwithstanding the foregoing, no consent of the Borrower or the Agent will be required if an assignment occurs during a Default or Event of Default which is continuing.
Assignment by the Lenders. No Lender shall assign or transfer any of its rights or obligations under any of the Loan Documents (i) without the prior written consent of DRC, which shall not be unreasonably withheld or delayed, and (ii) in amounts of less than $5,000,000 unless such Lender assigns its entire remaining interest under the Loan Documents; provided, however, that any Lender may, at any time and from time to time, sell, transfer, assign or otherwise grant an interest in any Loan to a Subsidiary or any Affiliate of such Lender or to a Federal Reserve Bank of the United States; and provided, further, that upon the occurrence and during the continuance of an Event of Default, no consent of DRC shall be required to any assignment.
Assignment by the Lenders. The Lenders may at any time assign or otherwise transfer all or any portion of their rights and obligations as Lenders under this Agreement, the Purchase Agreement and the other Collateral Documents (including, without limitation, the Indebtedness) to any other Person, to the extent permitted by, and upon the conditions contained in, the Purchase Agreement and such Person shall thereupon become vested with all the benefits and obligations thereof granted to the Lenders herein or otherwise.
Assignment by the Lenders. The Finance Parties and the Borrower acknowledge and agree that the Lenders may, at any time assign, transfer or otherwise dispose of, or offer or grant any interest in, the whole or any part of their participations in the Loans, their Tranche Commitments or any of their respective rights under this Agreement:
Assignment by the Lenders requirements Each Lender may only assign or encumber part or all of its position in this Contract in a way that will be binding upon the Borrower and the rest of the Lenders, as described below:
Assignment by the Lenders. Any Lender may assign all or a portion of the Loans and of its rights, duties and obligations under this Agreement (including all or a portion of the Commitment) and the other Loan Documents to any other Person without the prior written consent of the Borrower, provided that (i) the aggregate outstanding principal amount of the Loans (or the Commitment) subject to any such assignment shall be $5,000,000 or a whole multiple thereof, unless such assignment is of such Lender's entire interest and (ii) as long as no Default of the type described in clauses (i) or (ii) of Section 7.01 or Event of Default of the type described in clause (f) of Section 7.01 shall have occurred and be continuing at such time, no such assignment shall be made to any Person other than an Eligible Assignee without the Borrower's prior written consent. Upon execution and delivery by the assignee to the Borrower of an instrument in writing pursuant to which such assignee agrees to become a "Lender" hereunder and Borrower's consent, if applicable, the assignee shall have the obligations, rights and benefits hereunder of the assigning Lender in respect of the Commitment (or portion thereof) and Loan(s) theretofore held by such Lender, and the assigning Lender shall be released from the Commitment (or portion thereof) so assigned. For purposes of this Section 10.04(b), the term "ELIGIBLE ASSIGNEE" means (A) a Lender or any Affiliate thereof, (B) any bank, trust company, savings and loan association or other financial institution, any pension plan, any investment company, any insurance company or similar financial institution or entity organized under the laws of (x) the United States, or any state thereof, or (y) any other country which is a member of the OECD, or a political subdivision of any such country, provided that such bank is acting through a branch or agency located either in the country in which it is organized, another country which is also an OECD member or the Cayman Islands and (C) any Person (other than a natural person) that is or will be engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit and has assets under management of at least $500,000,000. "ELIGIBLE ASSIGNEE" shall not include a competitor of the Borrower.
Assignment by the Lenders. The Lenders may assign the whole or any part of their respective rights or obligations under this Agreement to any subsidiary or holding company thereof or, with the consent of the Borrower, to any other bank or financial institution whatsoever, with such consent not to be unreasonably withheld; provided that such assignment shall not give rise to liability under Section 12.1 or Section 12.2; provided further that no assignment of a Lender’s rights to payment of principal, stated interest, or other rights hereunder shall be effective unless and until properly recorded in the Register under Section 11.4.
Assignment by the Lenders. (a) None of the Lenders may assign, grant a participation or sub-participation, pledge or grant a security interest or hypothec or in any other way dispose of its interests, rights and obligations under this Agreement or in the Term Facility or any part thereof (any such event being referred to as a “Transfer”) without the prior written consent of the other Lenders.
Assignment by the Lenders. The Administrative Agent and the Lenders may from time to time assign the Secured Obligations or any portion thereof and/or the Pledged Collateral or any portion thereof to one or more successors thereof, and the assignee shall be entitled to all of the rights and remedies of the Administrative Agent or the Lenders, as applicable, under this Pledge Agreement in relation thereto.
