Common use of ASSIGNMENT NOTICE Clause in Contracts

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Security and Guaranty Agreement dated as of January 12, 2011, as amended (“Loan Agreement”), among Transport Corporation of America, Inc., a Minnesota corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of America, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank, and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 2 contracts

Sources: Loan, Security and Guaranty Agreement (Transport America, Inc.), Loan, Security and Guaranty Agreement (Transport America, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Third Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12October 15, 20112020, as amended (“Loan Agreement”), among Transport Corporation of AmericaSUMMER INFANT, Inc.INC., a Minnesota corporation and SUMMER INFANT (“TCAM”USA), TCA of Ohio, Inc., a Minnesota corporation INC. (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may the Guarantors party thereto from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of Americatime, BANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ $________ of Assignor’s outstanding Tranche A Term LoanFILO Loans, (d) the amount of $__________ of Assignor’s FILO Commitment (which represents ____% of the total FILO Commitments), and (de) a principal amount of $ $__________ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________, Assignor’s FILO Commitment to be reduced by $_________, and Assignee’s FILO Commitment to be increased by $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 2 contracts

Sources: Loan and Security Agreement (Summer Infant, Inc.), Loan and Security Agreement (Summer Infant, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12June 28, 20112010, (as amended, amended (and restated, supplemented or otherwise modified and in effect from time to time, the “Loan Agreement”), among Transport Corporation of AmericaCAPELLA HEALTHCARE, Inc.INC., a Minnesota corporation Delaware corporation, as the borrower agent (in such capacity, the TCAMBorrower Agent”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such the other persons as may Borrowers from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of Americaparty thereto, the Guarantors from time to time party thereto, BANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAgreement. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 2 contracts

Sources: Loan and Security Agreement (Lawton Surgery Investment Company, LLC), Loan and Security Agreement (NPMC Holdings, LLC)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Security and Guaranty Agreement dated as of January 12, 2011, as amended (“Loan Agreement”), among Transport Corporation of America, Inc., a Minnesota corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLCInc. (f/k/a Saints Acquisition, Inc.), an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. corporation (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of America, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank, and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), and (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 2 contracts

Sources: Loan, Security and Guaranty Agreement (Transport America, Inc.), Loan, Security and Guaranty Agreement (Transport America, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Second Amended and Restated Credit and Security and Guaranty Agreement dated as of January 12December 21, 20112012, as amended (“Loan Credit Agreement”), among Transport Corporation of AmericaTITAN INTERNATIONAL, Inc.INC., a Minnesota an Illinois corporation, TITAN WHEEL CORPORATION OF ILLINOIS, an Illinois corporation, TITAN TIRE CORPORATION, an Illinois corporation, TITAN TIRE CORPORATION OF FREEPORT, an Illinois corporation, TITAN TIRE CORPORATION OF BRYAN, an Ohio corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Credit Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Credit Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s 's intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s 's outstanding Revolver Loans and $ $___________ of Assignor’s 's participations in LC Obligations, Obligations and (b) the amount of $ $__________ of Assignor’s 's Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s 's obligations under the Loan Credit Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Credit Agreement, Agent shall deem Assignor’s 's Revolver Commitment to be reduced by $ $_________, and Assignee’s 's Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Credit Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Credit Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Credit Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Credit and Security Agreement (Titan International Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12, 201120__, as amended (“Loan Agreement”), among Transport Corporation of AmericaNAUTILUS, Inc., a Minnesota corporation INC. and NAUTILUS INTERNATIONAL S.A. (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), and (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , ,and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Nautilus, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1i) the Loan, Security Fifth Amended and Guaranty Restated Term Loan Agreement dated as of January 12June , 20112013, as amended (“Loan Agreement”), among Transport Corporation of America, Inc.KELLWOOD COMPANY, a Minnesota Delaware corporation (“TCAMBorrower Representative”), TCA each of Ohiothe other Borrowers signatory thereto (collectively with Borrower Representative, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, the “Borrowers”), Patriot Holding Corp.the other Obligors party thereto, a Minnesota corporationSUN KELLWOOD FINANCE, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of America, N.A.LLC, as collateral agent (“Collateral Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank, each Lender and such LendersLenders party thereto; and (2ii) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), ) between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent Lenders of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term [B]/[C]/[D]/[E]/[F]/[G] Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan ; (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent Lenders and the Borrower AgentRepresentative, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent Lenders shall deem Assignor’s Revolver Commitment Term [B]/[C]/[D]/[E]/[F]/[G] Loan to be reduced by $ , and Assignee’s Revolver Commitment Term [B]/[C]/[D]/[E]/[F]/[G] Loan to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent Lenders pursuant to Section 13.3 12.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Term Loan Agreement (Apparel Holding Corp.)

ASSIGNMENT NOTICE. Reference is made to (1i) the Loan, Loan and Security and Guaranty Agreement dated as of January April 12, 20112006, as amended (“Loan Agreement”), among Transport Corporation of America, Inc.KELLWOOD COMPANY, a Minnesota Delaware corporation (“TCAMBorrower Representative”), TCA of OhioAMERICAN RECREATION PRODUCTS, INC., a Delaware corporation, BRIGGS NEW YOR▇, ▇▇▇., a Delaware corporation, GERBER CHILDRENSWEAR, INC., a Delaware corporation, HALMODE APPAREL, INC., a Delaware corporation, KWD HOLDINGS, INC., a Delaware corporation, KELLWOOD FINANCIAL RESOURCES, INC. (formerly known as Newkell, Inc.), a Minnesota corporation (“TCAO”)Delaware corporation, TA LogisticsKELLWOOD RETAIL GROUP, Inc.INC., a Minnesota corporation (“TA Logistics”)Delaware corporation, FV Leasing CompanyKORET OF CALIFORNIA, INC., a Minnesota corporation (“FV Leasing”)California corporation, Southern Cal TransportNEW CAMPAIGN, INC., a Delaware corporation, PHAT FASHIONS LLC, an Alabama a New York limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, PHAT LICENSING LLC, an Alabama a New York limited liability company and SIERRA DESIGNS ACQUISITION CORPORATION, a Delaware corporation (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, each a “Borrower” and, collectivelyand collectively with Borrower Representative, “Borrowers”), Patriot Holding Corp.the other Obligors party thereto, a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2ii) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), ) between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents % (____%) of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan ; (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and the Borrower AgentRepresentative, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Kellwood Co)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12March 28, 2011, as amended ("Loan Agreement"), among Transport Corporation of AmericaFFE TRANSPORTATION SERVICES, Inc.INC., a Minnesota Delaware corporation (“TCAM”"FFE"), TCA of Ohio▇▇▇▇ MOTOR LINES, Inc.INC., a Minnesota Delaware corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”"LML"), ▇▇▇▇▇▇LeasingCORPORATION, LLC, an Alabama limited liability company a Delaware corporation ("▇▇▇▇▇;” TCAM▇▇"), TCAOFFE LOGISTICS, TA INC., a Delaware corporation ("Logistics") (each of FFE, FV LeasingLML, SoCal and ▇▇▇▇▇▇▇ eachand Logistics is, individually, a "Borrower” and" and they are, collectively, "Borrowers"), Patriot Holding Corp.FROZEN FOOD EXPRESS INDUSTRIES, a Minnesota corporationINC. ("Parent") and certain additional Subsidiaries of Parent, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of Americaguarantors, BANK OF AMERICA, N.A., as agent ("Agent") for the financial institutions from time to time party to the Loan Agreement ("Lenders”) and as Issuing Bank"), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ ("Assignment Agreement"), between __________________ ("Assignor") and ____________________ ("Assignee"). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s 's intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s 's outstanding Revolver Loans and $ $___________ of Assignor’s 's participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s 's Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the "Assigned Interest"), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date ("Effective Date") indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s 's obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s 's Revolver Commitment to be reduced by $ $_________, and Assignee’s 's Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Frozen Food Express Industries Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12October __, 2011, as amended (“Loan Agreement”), among Transport Corporation of AmericaAKORN, Inc.INC. (“Akorn”), AKORN (NEW JERSEY), INC. (“Akorn NJ”), AVR BUSINESS TRUST (“AVR BT”), OAK PHARMACEUTICALS, INC. (“Oak Pharma”), ADVANCED VISION RESEARCH, INC. (“AVR”), ADVANCED VISION PHARMACEUTICALS, LLC (“AVP”), AKORN OPHTHALMICS, INC., a Minnesota Delaware corporation (“TCAMAkorn Ophthalmics”), TCA the Subsidiaries of OhioAkorn who from time to time become party to the Loan Agreement by joinder (such Subsidiaries, Inc.together with Akorn, a Minnesota corporation (“TCAO”)Akorn NJ, TA LogisticsAVR BT, Inc.Oak Pharma, a Minnesota corporation (“TA Logistics”)AVR, FV Leasing CompanyAVP, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” andAkorn Ophthalmics, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 201_ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Akorn Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Fourth Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12October 1, 20112015, as amended (“Loan Agreement”), among Transport Corporation HWC WIRE & CABLE COMPANY and the domestic Subsidiaries of America, Inc., a Minnesota corporation HWC Wire & Cable Company party thereto as borrowers (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan Commitments (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Houston Wire & Cable CO)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12June 30, 20112010, as amended (“Loan Agreement”), among Transport Corporation of AmericaOLYMPIC STEEL, Inc.INC., an Ohio corporation (“Olympic Steel”), OLYMPIC STEEL LAFAYETTE, INC., an Ohio corporation (“Olympic Lafayette”), OLYMPIC STEEL MINNEAPOLIS, INC., a Minnesota corporation (“TCAMOlympic Minneapolis”), TCA of OhioOLYMPIC STEEL IOWA, Inc.INC., a Minnesota an Iowa corporation (“TCAOOlympic Iowa”), TA LogisticsOLY STEEL WELDING, Inc.INC., a Minnesota Michigan corporation (“TA LogisticsOly Welding”), FV Leasing CompanyOLY STEEL NC, INC., a Minnesota Delaware corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCalOly NC”), ▇▇▇▇▇▇LeasingGROUP-PS&W, LLCINC., an Alabama limited liability company a North Carolina corporation (“▇▇▇▇▇;” TCAM▇▇ Group”), TCAOIS ACQUISITION, TA LogisticsINC., FV Leasingan Ohio corporation (“IS Acquisition”, SoCal and together with Olympic Steel, Olympic Lafayette, Olympic Minneapolis, Olympic Iowa, Oly Welding, Oly NC and ▇▇▇▇▇▇each, individually, a “Borrower” andGroup, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment 20___(“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents ___% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Olympic Steel Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12June 30, 20112009, as amended (“Loan Agreement”), among Transport Corporation of America, Inc.THQ INC., a Minnesota Delaware corporation (“TCAM”)THQ” and, TCA of Ohiotogether with any other Person at any time after the date hereof becomes a Borrower in accordance with the terms hereof, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, each individually a “Borrower” and, (and collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of [_________], 20 20__ (“Assignment Agreement”), between [_________] (“Assignor”) and [_________] (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $[_________] of Assignor’s outstanding Revolver Loans and $ $[_________] of Assignor’s participations in LC Obligations, and (b) the amount of $ $[_________] of Assignor’s Revolver Commitment (which represents [__]% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $[_________], and Assignee’s Revolver Commitment to be increased by $ $[_________]. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (THQ Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12May 10, 20112010, as amended (“Loan Agreement”), among Transport Corporation of America, Inc.SPANSION INC., a Minnesota Delaware corporation (“TCAMParent”), TCA of Ohio, Inc.SPANSION LLC, a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama Delaware limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal Spansion”) and ▇▇▇▇▇ eachcertain of Spansion’s subsidiaries party hereto (such subsidiaries together with Spansion, individually, a “Borrower” and, collectively, the “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Spansion Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Second Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12June , 20112018, as amended (“Loan Agreement”), among Transport Corporation of AmericaSUMMER INFANT, Inc.INC., a Minnesota corporation and SUMMER INFANT (“TCAM”USA), TCA of Ohio, Inc., a Minnesota corporation INC. (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may the Guarantors party thereto from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of Americatime, BANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Summer Infant, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12March 17, 20112014, as amended (“Loan Agreement”), among Transport Corporation of America, Inc., a Minnesota corporation AK STEEL CORPORATION (“TCAMBorrower”), TCA of Ohiothe Borrowing Base Guarantors party thereto, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers Borrower and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Tranche A Revolver Loans, $__________ of Assignor’s outstanding Tranche B Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ $__________ of Assignor’s Tranche A Revolver Commitment (which represents ____% of the total Tranche A Revolver Commitments), (c) a principal amount of $ and $__________ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan Revolver Commitment (which represents ____% of the total Tranche B Revolver Commitments) (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentBorrower, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem (a) Assignor’s Tranche A Revolver Commitment to be reduced by $ $_________, and Assignee’s Tranche A Revolver Commitment to be increased by $ $_________ and (b) Assignor’s Tranche B Revolver Commitment to be reduced by $_________, and Assignee’s Tranche B Revolver Commitment to be increased by $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers Borrower and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Ak Steel Holding Corp)

ASSIGNMENT NOTICE. Reference is made to (1) the LoanFinancing Agreement, Security and Guaranty Agreement dated as of January 12February 28, 20112017 (as amended, as amended (“restated or otherwise modified from time to time, the "Loan Agreement"), by and among Transport Corporation of America, Inc., a Minnesota corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal TransportArchitectural Granite & Marble, LLC, an Alabama a Delaware limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”"AGM"), ▇▇▇▇▇ LeasingPental Granite and Marble, LLC, an Alabama a Washington limited liability company (“▇▇▇▇▇;” TCAM"Pental" and together with AGM and each Subsidiary of AGM that executes a joinder agreement and becomes a "Borrower" thereunder, TCAO, TA Logistics, FV Leasing, SoCal each a "Borrower" and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, the "Borrowers"), Patriot Holding Corp.Cerberus Business Finance, a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of America, N.A.LLC, as agent ("Agent") for the financial institutions from time to time party to the Loan Agreement ("Lenders”) and as Issuing Bank"), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ ("Assignment Agreement"), between __________________ ("Assignor") and ____________________ ("Assignee"). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s 's intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s 's outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “"Assigned Interest"), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date ("Effective Date") indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentAGM, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s 's obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAgreement. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Financing Agreement (Select Interior Concepts, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Term Loan and Security and Guaranty Agreement dated as of January 12November 30, 20112010, as amended (“Loan Agreement”), among Transport Corporation of AmericaCONN APPLIANCES, Inc.INC., a Minnesota Texas corporation, CONN CREDIT I, LP, a Texas limited partnership, and CONN CREDIT CORPORATION, INC., a Texas corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp.GA CAPITAL, a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of America, N.A.LLC, as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ of Assignor’s Revolver Commitment (which represents % portion of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Term Loan and Security Agreement (Conns Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12February 27, 20112015, as amended (“Loan Agreement”), among Transport Corporation of America[BORROWER 1], Inc., a Minnesota corporation [BORROWER 2] and [BORROWER 3] (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment AgreementAssignment”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan Commitments (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent Agent, and Borrower Agent, if applicable. Pursuant to the Assignment AgreementAssignment, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssignment. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Casella Waste Systems Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12[ ], 20112009, as amended (“Loan Agreement”), among Transport Corporation of AmericaLEAPFROG ENTERPRISES, Inc.INC., a Minnesota Delaware corporation (the TCAMBorrower”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers Borrower and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentBorrower, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers Borrower and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Leapfrog Enterprises Inc)

ASSIGNMENT NOTICE. Reference is made to (1i) the Loan, Security Amended and Guaranty Restated Term A Loan Agreement dated as of January 12October 19, 2011, as amended (“Loan Agreement”), among Transport Corporation of America, Inc.KELLWOOD COMPANY, a Minnesota Delaware corporation (“TCAMBorrower Representative”), TCA each of Ohiothe other Borrowers signatory thereto (collectively with Borrower Representative, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, the “Borrowers”), Patriot Holding Corp.the other Obligors party thereto, a Minnesota corporationSUN KELLWOOD FINANCE, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of America, N.A.LLC, as collateral agent (“Collateral Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank, each Lender and such LendersLenders party thereto; and (2ii) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), ) between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent Lenders of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche Term A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan ; (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent Lenders and the Borrower AgentRepresentative, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent Lenders shall deem Assignor’s Revolver Commitment Term A Loan to be reduced by $ , and Assignee’s Revolver Commitment Term A Loan to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent Lenders pursuant to Section 13.3 12.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Term Loan Agreement (Apparel Holding Corp.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12September 30, 2011, as amended (“Loan Agreement”), among Transport Corporation HWC WIRE & CABLE COMPANY and the domestic Subsidiaries of America, Inc., a Minnesota corporation HWC Wire & Cable Company party thereto as borrowers (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan Commitments (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Houston Wire & Cable CO)

ASSIGNMENT NOTICE. Reference is made to (1) the LoanFinancing Agreement, Security and Guaranty Agreement dated as of January 12February 28, 20112017 (as amended, as amended (“restated or otherwise modified from time to time, the "Loan Agreement"), by and among Transport Corporation of America, Inc., a Minnesota corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal TransportArchitectural Granite & Marble, LLC, an Alabama a Delaware limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”"AGM"), ▇▇▇▇▇ LeasingPental Granite and Marble, LLC, an Alabama a Washington limited liability company (“▇▇▇▇▇;” TCAM"Pental" and together with AGM and each Subsidiary of AGM that executes a joinder agreement and becomes a "Borrower" thereunder, TCAO, TA Logistics, FV Leasing, SoCal each a "Borrower" and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, the "Borrowers"), Patriot Holding Corp.Cerberus Business Finance, a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of America, N.A.LLC, as agent ("Agent") for the financial institutions from time to time party to the Loan Agreement ("Lenders”) and as Issuing Bank"), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ ("Assignment Agreement"), between __________________ ("Assignor") and ____________________ ("Assignee"). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s 's intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s 's outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “"Assigned Interest"), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date ("Effective Date") indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentAGM, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s 's obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAgreement. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Financing Agreement (Select Interior Concepts, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12, 201120 , as amended (“Loan Agreement”), among Transport Corporation of AmericaCONN-SELMER, Inc.INC. and STEINWAY, a Minnesota corporation INC. (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance Assumption dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssumption. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Steinway Musical Instruments Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 1228, 20112022, as amended (“Loan Agreement”), among Transport Corporation of AmericaSUMMER INFANT, Inc., a Minnesota corporation INC. and SUMMER INFANT (“TCAM”USA), TCA of Ohio, Inc., a Minnesota corporation INC. (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may the Guarantors party thereto from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of Americatime, N.A.WYNNEFIELD CAPITAL, INC., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Standby Term Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ $__________ of Assignor’s Revolver Standby Term Loan Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Standby Term Loan Commitments) (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Standby Term Loan Commitment to be reduced by $ $_________, and Assignee’s Revolver Standby Term Loan Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Subordination Agreement (Summer Infant, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Third Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12December 8, 20112017, as amended (the “Loan Agreement”), among Transport Corporation of AmericaOLYMPIC STEEL, Inc.INC., a Minnesota an Ohio corporation (“TCAMOlympic Steel”), TCA of Ohioand the other Borrowers party thereto, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal the Lenders party thereto and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank, and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (the “Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms not otherwise defined herein are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding [Tranche A/Tranche B] Revolver Loans and $ [$___________ of Assignor’s participations in LC ObligationsObligations]3, (b) the amount of $ $__________ of Assignor’s [Tranche A/Tranche B] Revolver Commitment (which represents ____% of the total [Tranche A/Tranche B] Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s [Tranche A/Tranche B] Revolver Commitment to be reduced by $ $_________, and Assignee’s [Tranche A/Tranche B] Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Olympic Steel Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Security and Guaranty Guarantee Agreement dated as of January 12March 26, 20112020, as amended (“Loan Agreement”), among Transport Corporation of AmericaAUTOWEB, Inc.INC., a Minnesota Delaware corporation (“TCAMAutoWeb”), TCA of Ohioand any other Person from time to time joined thereto as a Borrower (together with AutoWeb, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such the other persons as may Persons from time to time be parties thereto party to the Loan Agreement as “Borrowers” and/or “Guarantors,” Bank of America, N.A.CIT NORTHBRIDGE CREDIT LLC, as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment AgreementAssignment”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans Loans, and $ of Assignor’s participations in LC Obligations, (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment AgreementAssignment, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssignment. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan, Security and Guarantee Agreement (AutoWeb, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Credit and Security and Guaranty Agreement dated as of January 12February ___, 20112017, as amended (“Loan Credit Agreement”), among Transport Corporation of AmericaTITAN INTERNATIONAL, Inc.INC., a Minnesota corporation (“TCAM”)Delaware corporation, TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLCTITAN WHEEL CORPORATION OF ILLINOIS, an Alabama limited liability companyIllinois corporation, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLCTITAN TIRE CORPORATION, an Alabama limited liability company (“Illinois corporation, TITAN TIRE CORPORATION OF FREEPORT, an Illinois corporation, TITAN TIRE CORPORATION OF ▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal an Ohio corporation and ▇▇▇▇▇ each, individuallyTITAN TIRE CORPORATION OF UNION CITY, a “Borrower” and, Tennessee corporation (collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of America, BMO ▇▇▇▇▇▇ BANK N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Credit Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ________________, 20 (“Assignment Agreement”), between _______________ (“Assignor”) and ______________ (“Assignee”). Terms are used herein as defined in the Loan Credit Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $_______ of Assignor’s outstanding Revolver Loans and $ $_______ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ $_______ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Credit Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Credit Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_______, and Assignee’s Revolver Commitment to be increased by $ $_______. The address of Assignee to which notices and information are to be sent under the terms of the Loan Credit Agreement is: ___________________________ ___________________________ ___________________________ ___________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Credit Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Credit Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Credit and Security Agreement (Titan International Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12November 4, 20112010, as amended (the “Loan Agreement”), among Transport Corporation of AmericaAMERICA’S CAR-MART, Inc.INC., a Minnesota Texas corporation (“TCAMParent”), TCA of OhioCOLONIAL AUTO FINANCE, Inc.INC., a Minnesota an Arkansas corporation (“TCAOColonial”), TA LogisticsAMERICA’S CAR MART, Inc.INC., a Minnesota an Arkansas corporation (“TA LogisticsACM”), FV Leasing CompanyTEXAS CAR-MART, INC., a Minnesota Texas corporation (“FV Leasing”)TCM”)(each of Colonial, Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal ACM and ▇▇▇▇▇ each, individuallyTCM, a “Borrower” and, and collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF ARKANSAS, N.A., as agent (“Agent”) and co-lead arranger, and BANK OF AMERICA, N.A., as collateral agent, documentation agent and co-lead arranger, in each case, for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers Borrower and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentBorrower, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers Borrower and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Americas Carmart Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12February 21, 20112017, as amended (“Loan Agreement”), among Transport Corporation of AmericaALLIANCE ENTERTAINMENT HOLDING CORPORATION, Inc.PROJECT PANTHER ACQUISITION CORPORATION, a Minnesota corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal TransportAEC DIRECT, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ LeasingALLIANCE ENTERTAINMENT, LLC, an Alabama limited liability company and DIRECTTOU, LLC, (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment AgreementAssignment”), between between_____________________ (“Assignor”) and ______________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $__________ of Assignor’s outstanding Revolver Loans and $ $_______ of Assignor’s participations in LC Obligations, and (b) the amount of $ $_________ of Assignor’s Revolver Commitment (which represents % represents_______% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment AgreementAssignment, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $__________, and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssignment. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Adara Acquisition Corp.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12February 20, 20112007, as amended (“Loan Agreement”), among Transport Corporation of America, Inc., a Minnesota corporation AK STEEL CORPORATION (“TCAMBorrower”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers Borrower and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentBorrower, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers Borrower and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Ak Steel Holding Corp)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12April 21, 20112015, as amended (“Loan Agreement”), among Transport Corporation of AmericaSUMMER INFANT, Inc.INC., a Minnesota corporation and SUMMER INFANT (“TCAM”USA), TCA of Ohio, Inc., a Minnesota corporation INC. (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may the Guarantors party thereto from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of Americatime, BANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term LoanFILO Loans, (d) the amount of $ of Assignor’s FILO Commitment (which represents % of the total FILO Commitments), and (de) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ , Assignor’s FILO Commitment to be reduced by $ , and Assignee’s FILO Commitment to be increased by $ . . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Summer Infant, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1i) the Loan, Loan and Security and Guaranty Agreement dated as of January 12March __, 20112006, as amended (“Loan Agreement”), among Transport Corporation of AmericaMODTECH HOLDINGS, Inc.INC., a Minnesota Delaware corporation (“TCAMBorrower Agent), TCA ) and these Subsidiaries of Ohio, Inc., a Minnesota corporation Borrower Agent parties thereto (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, and collectively “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2ii) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), ) between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents % (____%) of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Modtech Holdings Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12October 26, 20112015, as amended ("Loan Agreement"), among Transport Corporation of AmericaNORTHWEST PIPE COMPANY, Inc.an Oregon corporation ("Borrower 1") and PERMALOK CORPORATION, a Minnesota Missouri corporation (“TCAM”"Borrower 2" and together with Borrower 1, collectively "Borrowers"), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent ("Agent") for the financial institutions from time to time party to the Loan Agreement ("Lenders”) and as Issuing Bank"), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”"Assignment"), between __________________ ("Assignor") and ____________________ ("Assignee"). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s 's intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s 's outstanding Revolver Loans and $ $___________ of Assignor’s 's participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s 's Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the "Assigned Interest"), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date ("Effective Date") indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment AgreementAssignment, Assignee has expressly assumed all of Assignor’s 's obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s 's Revolver Commitment to be reduced by $ $_________, and Assignee’s 's Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssignment. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Northwest Pipe Co)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12September [29], 20112010, as amended (“Loan Agreement”), among Transport Corporation of America, Inc.KEMET ELECTRONICS CORPORATION, a Minnesota Delaware corporation (“TCAMU.S. Borrower”), TCA of Ohio, Inc.KEMET ELECTRONICS MARKETING (S) PTE LTD., a Minnesota Singapore corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Singapore Borrower” and, together with U.S. Borrower, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Kemet Corp)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12April 28, 2011, as amended (“Loan Agreement”), among Transport Corporation of America, Inc., a Minnesota corporation AK STEEL CORPORATION (“TCAMBorrower”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers Borrower and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentBorrower, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers Borrower and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Ak Steel Holding Corp)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12____________, 20112012, as amended (the “Loan Agreement”), among Transport Corporation of AmericaAMERICA’S CAR-MART, Inc.INC., a Minnesota Texas corporation (“TCAMParent”), TCA of OhioCOLONIAL AUTO FINANCE, Inc.INC., a Minnesota an Arkansas corporation (“TCAOColonial”), TA LogisticsAMERICA’S CAR MART, Inc.INC., a Minnesota an Arkansas corporation (“TA LogisticsACM”), FV Leasing CompanyTEXAS CAR-MART, INC., a Minnesota Texas corporation (“FV Leasing”)TCM”)(each of Colonial, Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal ACM and ▇▇▇▇▇ each, individuallyTCM, a “Borrower” and, and collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) ), lead arranger and book manager for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers Borrower and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentBorrower, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers Borrower and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Americas Carmart Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Second Amended and Restated Loan and Security and Guaranty Agreement dated as of January December 12, 20112016, (as amended, restated, amended (and restated, modified, renewed or extended from time to time, the “Loan Agreement”), among Transport Corporation of AmericaAMERICA’S CAR-MART, Inc.INC., a Minnesota Texas corporation (“TCAMParent”), TCA of OhioCOLONIAL AUTO FINANCE, Inc.INC., a Minnesota an Arkansas corporation (“TCAOColonial”), TA LogisticsAMERICA’S CAR MART, Inc.INC., a Minnesota an Arkansas corporation (“TA LogisticsACM”), FV Leasing CompanyTEXAS CAR-MART, INC., a Minnesota Texas corporation (“FV Leasing”)TCM”)(each of Colonial, Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal ACM and ▇▇▇▇▇ each, individuallyTCM, a “Borrower” and, and collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) ), lead arranger and book manager for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers Borrower and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentBorrower, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers Borrower and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Americas Carmart Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12July 1, 2011, as amended (“Loan Agreement”), among Transport Corporation of AmericaOLYMPIC STEEL, Inc.INC., an Ohio corporation (“Olympic Steel”), OLYMPIC STEEL LAFAYETTE, INC., an Ohio corporation (“Olympic Lafayette”), OLYMPIC STEEL MINNEAPOLIS, INC., a Minnesota corporation (“TCAMOlympic Minneapolis”), TCA of OhioOLYMPIC STEEL IOWA, Inc.INC., a Minnesota an Iowa corporation (“TCAOOlympic Iowa”), TA LogisticsOLY STEEL WELDING, Inc.INC., a Minnesota Michigan corporation (“TA LogisticsOly Welding”), FV Leasing CompanyOLY STEEL NC, INC., a Minnesota Delaware corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCalOly NC”), ▇▇▇▇▇▇LeasingGROUP-PS&W, LLCINC., an Alabama limited liability company a North Carolina corporation (“▇▇▇▇▇;” TCAM▇▇ Group”), TCAOIS ACQUISITION, TA LogisticsINC., FV Leasingan Ohio corporation (“IS Acquisition”), SoCal CHICAGO TUBE AND IRON COMPANY, a Delaware corporation (“Chicago Tube and Iron”; and together with Olympic Steel, Olympic Lafayette, Olympic Minneapolis, Olympic Iowa, Oly Welding, Oly NC, ▇▇▇▇▇▇▇ each, individually, a “Borrower” andGroup and IS Acquisition, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), and (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Olympic Steel Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12October 25, 20112010, as amended (“Loan Agreement”), among Transport Corporation of AmericaP&F INDUSTRIES, Inc.INC., a Minnesota Delaware corporation (“TCAMP&F”), TCA of Ohio, Inc.FLORIDA PNEUMATIC MANAFUACTURING CORPORATION, a Minnesota Florida corporation (“TCAOFlorida Pneumatic”), TA LogisticsHY-TECH MACHINE, Inc.INC., a Minnesota Delaware corporation (“TA LogisticsHy-Tech”), FV Leasing Companyand NATIONWIDE INDUSTRIES, INC., a Minnesota Florida corporation (“FV LeasingNationwide), Southern Cal Transportand together with P&F, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal Florida Pneumatic and ▇▇▇▇▇ each, individually, a “Borrower” andHy-Tech, collectively, “Borrowers” and each, a “Borrower”), Patriot Holding Corp., a Minnesota corporation, such other persons as may the Guarantors from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of Americaparty thereto, N.A.CAPITAL ONE LEVERAGE FINANCE CORP., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), and (c) a principal amount of $ $________ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (P&f Industries Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Term Loan and Security and Guaranty Agreement dated as of January 12June 28, 20112018, as amended (“Loan Agreement”), among Transport Corporation of AmericaSUMMER INFANT, Inc.INC., a Minnesota corporation and SUMMER INFANT (“TCAM”USA), TCA of Ohio, Inc., a Minnesota corporation INC. (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may the Guarantors party thereto from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of Americatime, N.A.PATHLIGHT CAPITAL LLC, as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Term Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ of Assignor’s Revolver Term Loan Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan Commitments) (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Term Loan Commitment to be reduced by $ , and Assignee’s Revolver Term Loan Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Term Loan and Security Agreement (Summer Infant, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1i) the Loan, Loan and Security and Guaranty Agreement dated as of January 12, 201120 , as amended (“Loan Agreement”), among Transport Corporation of AmericaGLOBAL CROSSING ADVANCED CARD SERVICES, Inc.INC., a Minnesota corporation GLOBAL CROSSING BANDWIDTH, INC. and GLOBAL CROSSING TELECOMMUNICATIONS, INC. (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2ii) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), ) between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % ( %) of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Global Crossing LTD)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12July 27, 2011, as amended (“Loan Agreement”), among Transport Corporation of America, Inc., a Minnesota corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company TIRE & RUBBER COMPANY (“▇▇▇▇▇;” TCAMCooper”), TCAOMAX-TRAC TIRE CO., TA LogisticsINC. (“Max-Trac”, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” andtogether with Cooper, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentBorrowers, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Cooper Tire & Rubber Co)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Third Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12October 30, 20112015, as amended (“Loan Agreement”), among Transport Corporation of AmericaCONN’S, Inc.INC., a Minnesota Delaware corporation, as parent and guarantor (“Parent”), CONN APPLIANCES, INC., a Texas corporation (“TCAMCAI”), TCA of OhioCONN CREDIT I, Inc.LP, a Minnesota Texas limited partnership (“CCI”), and CONN CREDIT CORPORATION, INC., a Texas corporation (“TCAOCCCI), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” andtogether with CAI and CCI, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment AgreementAssignment”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment AgreementAssignment, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssignment. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Conns Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Security and Guaranty Guarantee Agreement dated as of January 12November 16, 20112022, as amended (“Loan Agreement”), among Transport Corporation of AmericaAPPLIED OPTOELECTRONICS, Inc.INC., a Minnesota Delaware corporation (“TCAMAOI), TCA of Ohioand together with any other Person from time to time designated as a borrower thereunder, Inc.collectively, a Minnesota corporation (the TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;BorrowersTCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such the other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of America, N.A., as agent (“Agent”) for the financial institutions Obligors from time to time party thereto, the financial institutions party to the Loan Agreement from time to time as Lenders, and CIT NORTHBRIDGE CREDIT LLC, a Delaware limited liability company (“Lenders”) and as Issuing Bank, and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment AgreementCNC”), between as agent for the Secured Parties (in such capacity, Assignor”) and (“AssigneeAgent”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment AgreementAssignment, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssignment. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan, Security and Guarantee Agreement (Applied Optoelectronics, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12June 30, 20112015, as amended (“Loan Agreement”), among Transport Corporation of AmericaSKECHERS U.S.A., INC., a Delaware corporation (“Skechers”), Skechers U.S.A., Inc. II, a Delaware corporation (“Skechers II”), Skechers by Mail, Inc., a Minnesota Delaware corporation (“TCAMSkechers By Mail” and, together with Skechers and Skechers II, collectively, the “Borrowers” and, individually, each a “Borrower”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such the other persons as may Persons party thereto from time to time be parties thereto as “Borrowers” and/or Guarantors (the “Guarantors,” Bank of America”), the financial institutions party thereto from time to time as Lenders (the “Lenders”), and BANK OF AMERICA, N.A., a national banking association, as agent for the Lenders (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank, and such Lenders); and (2) the Assignment and Acceptance dated as of , 20 (“Assignment AgreementAssignment”), between (“Assignor”) and (“Assignee”). Terms are Capitalized terms used and not defined herein as defined shall have the meanings set forth in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of [ ] (the date (“Effective Date”) indicated below), provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreementcontemplated by this Assignment Notice, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssignment. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Skechers Usa Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January May 12, 20112017 (as amended, as restated, amended (and restated, supplemented and otherwise modified from time to time, the “Loan Agreement”), among Transport Corporation of America, Inc.Hydrofarm Holdings LLC, a Minnesota corporation Delaware limited liability company (“ Initial Borrower” or TCAMHoldings); immediately upon consummation of the Closing Date Acquisition and execution of the Assumption Agreement, TCA of Ohio, Inc., Initial Borrower shall be succeeded as a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal TransportBorrower thereunder by Hydrofarm, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama a California limited liability company (“▇▇▇▇▇;” TCAMBorrower Agent ”), TCAOEHH Holdings, TA LogisticsLLC, FV Leasinga Delaware limited liability company (“EHH”), SoCal SunBlaster, LLC, a Delaware limited liability company (“SunBlaster ”), and ▇▇▇▇▇ eachWJCO LLC, individuallya Colorado limited liability company (“ WJCO”); Borrower Agent, EHH, SunBlaster, WJCO and any future Subsidiary of Holdings that becomes a borrower thereto pursuant to Section 10.1.9 of the Loan Agreement, each a “Borrower” and, collectively, the “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such the other persons as may parties from time to time be parties signatory thereto as “Borrowers” and/or “Guarantors,” Obligors, the financial institutions party thereto from time to time as Lenders, and Bank of America, N.A., a national banking association, as agent for the Lenders (in such capacity, “Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank, and such Lenders); and (2) the Assignment and Acceptance dated as of ________, 20 20__ (“Assignment Agreement”), between _________ (“Assignor”) and _________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAgreement. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Hydrofarm Holdings Group, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12May 9, 20112008, as amended (“Loan Agreement”), among Transport Corporation of AmericaMERIX CORPORATION, Inc., a Minnesota an Oregon corporation (“TCAMBorrower”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (in such capacity, “Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers Borrower and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentBorrower, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ____________________________ ____________________________ ____________________________ ____________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers Borrower and Agent pursuant to Section 13.3 14.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Merix Corp)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12November 4, 20112010, as amended (the “Loan Agreement”), among Transport Corporation of AmericaAMERICA’S CAR-MART, Inc.INC., a Minnesota Texas corporation (“TCAMParent”), TCA of OhioCOLONIAL AUTO FINANCE, Inc.INC., a Minnesota an Arkansas corporation (“TCAOColonial”), TA LogisticsAMERICA’S CAR MART, Inc.INC., a Minnesota an Arkansas corporation (“TA LogisticsACM”), FV Leasing CompanyTEXAS CAR-MART, INC., a Minnesota Texas corporation (“FV Leasing”)TCM”)(each of Colonial, Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal ACM and ▇▇▇▇▇ each, individuallyTCM, a “Borrower” and, and collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF ARKANSAS, N.A., as agent (“Agent”) and co-lead arranger, and BANK OF AMERICA, N.A., as collateral agent, documentation agent and co-lead arranger, in each case, for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers Borrower and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentBorrower, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers Borrower and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.. BN 6747822v16

Appears in 1 contract

Sources: Loan and Security Agreement (Americas Carmart Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Guaranty and Security and Guaranty Agreement dated as of January 12September 4, 20112020, (as amended, restated, amended (and restated, supplemented, or otherwise modified from time to time, the “Loan Agreement”), by and among Transport Corporation of AmericaINARI MEDICAL, Inc.INC., a Minnesota Delaware corporation (“TCAMInari); and together with any other party joined thereto as a Borrower, TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, and collectively, the “Borrowers”), Patriot Holding Corp.INARI MEDICAL INTERNATIONAL, INC., a Minnesota corporation, such Delaware corporation (“Inari International”; and together with any other persons as may from time to time be parties party joined thereto as a Guarantor, each, a BorrowersGuarantorand/or and collectively, the “Guarantors,” Bank of America”), BANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment AgreementAssignment”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (Commitment, which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan Commitments (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment AgreementAssignment, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssignment. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.. 133315237_8

Appears in 1 contract

Sources: Loan Agreement (Inari Medical, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12February 22, 20112008, as amended (“Loan Agreement”), among Transport Corporation of AmericaBOISE CASCADE, Inc.L.L.C., a Minnesota corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama Delaware limited liability company (“▇▇▇▇▇;” TCAMBoise Cascade”), TCAOBOISE BUILDING SOLUTIONS DISTRIBUTION, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individuallyL.L.C., a Delaware limited liability company (Borrower” andBoise Distribution”), and BOISE BUILDING SOLUTIONS MANUFACTURING, L.L.C., a Delaware limited liability company (“Boise Manufacturing”, and together with Boise Cascade and Boise Distribution, collectively, “Borrowers”), Patriot Holding Corp.BOISE BUILDING SOLUTIONS MANUFACTURING HOLDINGS CORP., a Minnesota corporationDelaware corporation (“Boise Manufacturing Holdings”), such other persons as may from time to time be parties thereto as BC CHILE INVESTMENT CORPORATION, a Delaware corporation (Borrowers” and/or BC Chile Investment”), and BC BRAZIL INVESTMENT CORPORATION, a Delaware corporation (“BC Brazil Investment”, and together with Boise Manufacturing Holdings and BC Chile Investment, collectively, “Guarantors,” Bank of America”), BANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Boise Cascade Holdings, L.L.C.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Second Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12September 26, 20112012, as amended (“Loan Agreement”), among Transport Corporation of AmericaCONN APPLIANCES, Inc.INC., a Minnesota Texas corporation, CONN CREDIT I, LP, a Texas limited partnership, and CONN CREDIT CORPORATION, INC., a Texas corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Conns Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12November __, 20112010, as amended (“Loan Agreement”), among Transport Corporation of AmericaCONN APPLIANCES, Inc.INC., a Minnesota Texas corporation, CONN CREDIT I, LP, a Texas limited partnership, and CONN CREDIT CORPORATION, INC., a Texas corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding Revolver Loans and $ $___________ of Assignor’s participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ $_________, and Assignee’s Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ________________________ ________________________ ________________________ ________________________ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Conns Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12February 21, 20112017, as amended ("Loan Agreement"), among Transport Corporation of AmericaALLIANCE ENTERTAINMENT HOLDING CORPORATION, Inc.PROJECT PANTHER ACQUISITION CORPORATION, a Minnesota corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal TransportAEC DIRECT, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ LeasingALLIANCE ENTERTAINMENT, LLC, an Alabama limited liability company and DIRECTTOU, LLC, (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, "Borrowers"), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent ("Agent") for the financial institutions from time to time party to the Loan Agreement ("Lenders”) and as Issuing Bank"), and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (“Assignment Agreement”"Assignment"), between __________________ ("Assignor") and ____________________ ("Assignee"). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s 's intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s 's outstanding Revolver Loans and $ $___________ of Assignor’s 's participations in LC Obligations, and (b) the amount of $ $__________ of Assignor’s 's Revolver Commitment (which represents ____% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the " Assigned Interest"), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date ("Effective Date") indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment AgreementAssignment, Assignee has expressly assumed all of Assignor’s 's obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s 's Revolver Commitment to be reduced by $ $_________, and Assignee’s 's Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: ​ ________________________ ________________________ ________________________ ________________________ ​ The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssignment. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.. ​

Appears in 1 contract

Sources: Loan and Security Agreement (Adara Acquisition Corp.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Security and Guaranty Loan Agreement dated as of January 12June 30, 20112015, as amended (“Loan Agreement”), among Transport Corporation of America, Inc.HORIZON GLOBAL CORPORATION, a Minnesota Delaware corporation (“TCAMParent Borrower”), TCA of OhioCEQUENT PERFORMANCE PRODUCTS, Inc.INC., a Minnesota Delaware corporation (“TCAOCequent Performance”), TA LogisticsCEQUENT CONSUMER PRODUCTS, Inc.INC., a Minnesota an Ohio corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;Cequent ConsumerTCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” andtogether with Parent Borrower and Cequent Performance, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment AgreementAssignment”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment AgreementAssignment, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssignment. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan Agreement (Horizon Global Corp)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12, 201120 , as amended (“Loan Agreement”), among Transport Corporation of America[BORROWER 1], Inc., a Minnesota corporation [BORROWER 2] and [BORROWER 3] (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment AgreementAssignment”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the Commitments)(the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment AgreementAssignment, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and AcceptanceAssignment. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Amkor Technology, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12February 22, 20112008, as amended (“Loan Agreement”), among Transport Corporation of AmericaBOISE CASCADE, Inc.L.L.C., a Minnesota corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama Delaware limited liability company (“▇▇▇▇▇;” TCAMBoise Cascade”), TCAOBOISE BUILDING SOLUTIONS DISTRIBUTION, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individuallyL.L.C., a Delaware limited liability company (Borrower” andBoise Distribution”), and BOISE BUILDING SOLUTIONS MANUFACTURING, L.L.C., a Delaware limited liability company (“Boise Manufacturing”, and together with Boise Cascade and Boise Distribution, collectively, “Borrowers”), Patriot Holding Corp.BOISE BUILDING SOLUTIONS MANUFACTURING HOLDINGS CORP., a Minnesota corporationDelaware corporation (“Boise Manufacturing Holdings”), such other persons as may from time to time be parties thereto as BC CHILE INVESTMENT CORPORATION, a Delaware corporation (Borrowers” and/or BC Chile Investment”), and BC BRAZIL INVESTMENT CORPORATION, a Delaware corporation (“BC Brazil Investment”, and together with Boise Manufacturing Holdings and BC Chile Investment, collectively, “Guarantors,” Bank of America”), BANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Boise Cascade Holdings, L.L.C.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Third Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12December 8, 20112017, as amended (the “Loan Agreement”), among Transport Corporation of AmericaOLYMPIC STEEL, Inc.INC., a Minnesota an Ohio corporation (“TCAMOlympic Steel”), TCA of Ohioand the other Borrowers party thereto, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal the Lenders party thereto and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank, and such Lenders; and (2) the Assignment and Acceptance dated as of ____________, 20 20__ (the “Assignment Agreement”), between __________________ (“Assignor”) and ____________________ (“Assignee”). Terms not otherwise defined herein are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ $________ of Assignor’s outstanding [Tranche A/Tranche B] Revolver Loans and $ [$___________ of Assignor’s participations in LC Obligations, Obligations],3 (b) the amount of $ $__________ of Assignor’s [Tranche A/Tranche B] Revolver Commitment (which represents ____% of the total [Tranche A/Tranche B] Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s [Tranche A/Tranche B] Revolver Commitment to be reduced by $ $_________, and Assignee’s [Tranche A/Tranche B] Revolver Commitment to be increased by $ $_________. The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Olympic Steel Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Second Amended and Restated Loan and Security and Guaranty Agreement dated as of January 12June 30, 20112014, as amended (the “Loan Agreement”), among Transport Corporation of AmericaOLYMPIC STEEL, Inc.INC., an Ohio corporation (“Olympic Steel”), OLYMPIC STEEL LAFAYETTE, INC., an Ohio corporation (“Olympic Lafayette”), OLYMPIC STEEL MINNEAPOLIS, INC., a Minnesota corporation (“TCAMOlympic Minneapolis”), TCA of OhioOLYMPIC STEEL IOWA, Inc.INC., a Minnesota an Iowa corporation (“TCAOOlympic Iowa”), TA LogisticsOLY STEEL WELDING, Inc.INC., a Minnesota Michigan corporation (“TA LogisticsOly Welding”), FV Leasing CompanyOLY STEEL NC, INC., a Minnesota Delaware corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCalOly NC”), ▇▇▇▇▇▇LeasingGROUP-PS&W, LLCINC., an Alabama limited liability company a North Carolina corporation (“▇▇▇▇▇;” TCAM▇▇ Group”), TCAOIS ACQUISITION, TA LogisticsINC., FV Leasingan Ohio corporation (“IS Acquisition”), SoCal and CHICAGO TUBE AND IRON COMPANY, a Delaware corporation (“Chicago Tube and Iron”; and together with Olympic Steel, Olympic Lafayette, Olympic Minneapolis, Olympic Iowa, Oly Welding, Oly NC, ▇▇▇▇▇▇▇ each, individually, a “Borrower” andGroup and IS Acquisition, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may from time to time be parties thereto as “Borrowers” and/or “Guarantors,” Bank of AmericaBANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (the “Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding [Tranche A/Tranche B] Revolver Loans and [$ of Assignor’s participations in LC Obligations, Obligations],3 (b) the amount of $ of Assignor’s [Tranche A/Tranche B] Revolver Commitment (which represents % of the total [Tranche A/Tranche B] Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s [Tranche A/Tranche B] Revolver Commitment to be reduced by $ , and Assignee’s [Tranche A/Tranche B] Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Olympic Steel Inc)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Loan and Security and Guaranty Agreement dated as of January 12November 4, 2011, as amended (“Loan Agreement”), among Transport Corporation of America, Inc., a Minnesota corporation (“TCAM”), TCA of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal TransportINSTALLED BUILDING PRODUCTS, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama a Delaware limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “BorrowersBorrower Agent”), Patriot Holding Corp., a Minnesota corporation, such the other persons as may Borrowers from time to time be parties thereto as party there to, CCIB HOLDCO, INC., a Delaware corporation (Borrowers” and/or “Guarantors,” Bank of AmericaParent”), the other Guarantors from time to time party thereto, BANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers Borrower Agent and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, and (b) the amount of $ of Assignor’s Revolver Commitment (which represents % of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower Agent, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers and Agent pursuant to Section 13.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan and Security Agreement (Installed Building Products, Inc.)

ASSIGNMENT NOTICE. Reference is made to (1) the Loan, Guaranty and Security and Guaranty Agreement dated as of January 12February 9, 2011, as amended (“Loan Agreement”), among Transport Corporation of America, Inc., a Minnesota corporation TRIDENT MICROSYSTEMS (HONG KONG) LIMITED (“TCAMBorrower”), TCA certain Affiliates of Ohio, Inc., a Minnesota corporation (“TCAO”), TA Logistics, Inc., a Minnesota corporation (“TA Logistics”), FV Leasing Company, a Minnesota corporation (“FV Leasing”), Southern Cal Transport, LLC, an Alabama limited liability company, as successor in interest to Southern Cal Transport, Inc. (“SoCal”), ▇▇▇▇▇ Leasing, LLC, an Alabama limited liability company (“▇▇▇▇▇;” TCAM, TCAO, TA Logistics, FV Leasing, SoCal and ▇▇▇▇▇ each, individually, a “Borrower” and, collectively, “Borrowers”), Patriot Holding Corp., a Minnesota corporation, such other persons as may Borrower from time to time be parties party thereto as “Borrowers” and/or “Guarantors,” Bank of America, BANK OF AMERICA, N.A., as agent (“Agent”) for the financial institutions from time to time party to the Loan Agreement (“Lenders”) and as Issuing Bank), and such Lenders; and (2) the Assignment and Acceptance dated as of , 20 20___ (“Assignment Agreement”), between (“Assignor”) and (“Assignee”). Terms are used herein as defined in the Loan Agreement. Assignor hereby notifies Borrowers Borrower and Agent of Assignor’s intent to assign to Assignee pursuant to the Assignment Agreement (a) a principal amount of $ of Assignor’s outstanding Revolver Loans and $ of Assignor’s participations in LC Obligations, Obligations and (b) the amount of $ of Assignor’s Revolver Commitment (which represents _% of the total Revolver Commitments), (c) a principal amount of $ of Assignor’s outstanding Tranche A Term Loan, and (d) a principal amount of $ of Assignor’s outstanding Tranche B Term Loan (the Commitments)(the foregoing items being, collectively, the “Assigned Interest”), together with an interest in the Loan Documents corresponding to the Assigned Interest. This Agreement shall be effective as of the date (“Effective Date”) indicated below, provided this Assignment Notice is executed by Assignor, Assignee, Agent and Borrower AgentBorrower, if applicable. Pursuant to the Assignment Agreement, Assignee has expressly assumed all of Assignor’s obligations under the Loan Agreement to the extent of the Assigned Interest, as of the Effective Date. For purposes of the Loan Agreement, Agent shall deem Assignor’s Revolver Commitment to be reduced by $ , and Assignee’s Revolver Commitment to be increased by $ . The address of Assignee to which notices and information are to be sent under the terms of the Loan Agreement is: The address of Assignee to which payments are to be sent under the terms of the Loan Agreement is shown in the Assignment and Acceptance. This Notice is being delivered to Borrowers Borrower and Agent pursuant to Section 13.3 14.3 of the Loan Agreement. Please acknowledge your acceptance of this Notice by executing and returning to Assignee and Assignor a copy of this Notice.

Appears in 1 contract

Sources: Loan, Guaranty and Security Agreement (Trident Microsystems Inc)