Common use of Assignment of Clause in Contracts

Assignment of. Tranche A at the Direction of the Board. The Tranche A Lender agrees that if and to the extent that the Board Guaranty remains in effect, the Board shall have the right, upon five (5) Business Days' prior notice to the Tranche A Lender (with a copy to the Agent and the Borrower), to require the Tranche A Lender to sell, transfer and assign Tranche A, in whole or in part (but in no event in excess of the amount then guaranteed under the Board Guaranty), and with or without the benefit of the Board Guaranty (which, if without, shall be fully and irrevocably released upon the closing and to the extent of such purchase), to a Person designated by the Board, for a purchase price equal to 100% of the principal amount of such portion of Tranche A to be sold, transferred and assigned, together with all accrued and unpaid interest thereon through the date of purchase (which purchase price may include a payment under the Board Guaranty) and payment of any losses, expenses and liabilities under Section 2.9(e) hereof attributable to such sale, transfer and assignment (it being acknowledged and agreed that any premium paid by such purchaser for such portion of the Loan shall be for the benefit of the Board); provided, that the Tranche A Lender and the Borrower shall cooperate with the Board to avoid any such losses, expenses and liabilities; and provided, further that the Tranche A Lender shall also be entitled to payment of all other unpaid Obligations owing to it through the date of purchase from the Obligors, including, without limitation, fees, expenses, indemnities and other amounts which are then due and payable pursuant to the terms of the Loan Documents, which amounts the Obligors agree to pay to the Tranche A Lender on the date of purchase. The closing of the Tranche A assignment shall be consummated pursuant to an Assignment and Acceptance and such other documentation as the Tranche A Lender, the Board and such assignee shall mutually agree is reasonably necessary. Any such sale, transfer or assignment under this subsection (f) shall be subject to the conditions specified in clauses (i), (ii), (iii) and (v) of the proviso in subsection (a) of this Section 9.2.

Assignment of. Tranche A at the Direction of the Board. The Tranche A Lender agrees that if and to the extent that the Board Guaranty remains in effect, the Board shall have the right, upon five ten (510) Business Days' prior notice to the Tranche A Lender (with a copy to the Agent and the Borrower), to require the Tranche A Lender to sell, transfer and assign Tranche A, in whole or in part (but in no event in excess of the amount then guaranteed under the Board Guaranty), and with or without the benefit of the Board Guaranty (which, if without, shall be fully and irrevocably released upon the closing and to the extent of such purchase), to a Person designated by the Board, for a purchase price equal to 100% of the principal amount of such portion of Tranche A to be sold, transferred and assigned, together with all accrued and unpaid interest thereon through the date of purchase (which purchase price may include a payment under the Board Guaranty) and payment of any losses, expenses and liabilities under Section 2.9(e) hereof attributable to such sale, transfer and assignment (it being acknowledged and agreed that any premium paid by such purchaser for such portion of the Loan shall be for the benefit of the Board); provided, that the Tranche A Lender (to the extent commercially reasonable) and the Borrower shall cooperate with the Board to avoid minimize any such losses, expenses and liabilitiesliabilities so long as any such action would not result in the Tranche A Lender incurring any additional costs or otherwise be disadvantageous to the Tranche A Lender in its sole judgment; and provided, further that the Tranche A Lender shall also be entitled to payment of all other unpaid Obligations owing to it through the date of purchase from the Obligors, including, without limitation, fees, expenses, indemnities and other amounts which are then due and payable pursuant to the terms of the Loan Documents, which amounts the Obligors agree to pay to the Tranche A Lender on the date of purchase. The closing of the Tranche A assignment shall be consummated pursuant to an Assignment and Acceptance and such other documentation as the Tranche A Lender, the Board and such assignee shall mutually agree is reasonably necessary. Any such sale, transfer or assignment under this subsection (f) shall be subject to the conditions specified in clauses (i), (ii), (iii) and (v) of the proviso in subsection (a) of this Section 9.2.

Assignment of. Tranche A at the Direction of the Board. The Tranche A Lender agrees that if and to the extent that the Board Guaranty remains in effect, the Board shall have the right, upon five ten (510) Business Days' prior notice to the Tranche A Lender (with a copy to the Agent and the Borrower), ) to require the Tranche A Lender to sell, transfer and assign Tranche A, in whole or in part (but in no event in excess of the amount then guaranteed under the Board Guaranty), and with or without the benefit of the Board Guaranty (which, if without, shall be fully and irrevocably released upon the closing and to the extent of such purchase), to a Person designated by the Board, for a purchase price equal to 100% of the principal amount of such portion of Tranche A to be sold, transferred and assigned, together with all accrued and unpaid interest thereon through the date of purchase (which purchase price may include a payment under the Board Guaranty) and payment of any losses, expenses and liabilities under Section 2.9(e) hereof attributable to such sale, transfer and assignment (it being acknowledged and agreed that any premium paid by such purchaser for such portion of the Loan shall be for the benefit of the Board); provided, that the Tranche A Lender (to the extent commercially reasonable) and the Borrower shall cooperate with the Board to avoid minimize any such losses, expenses and liabilitiesliabilities so long as any such action would not result in the Tranche A Lender incurring any additional costs or otherwise be disadvantageous to the Tranche A Lender in its sole judgment; and provided, further that the Tranche A Lender shall also be entitled to payment of all other unpaid Obligations owing to it through the date of purchase from the Obligors, including, without limitation, fees, expenses, indemnities and other amounts which are then due and payable pursuant to the terms of the Loan Documents, which amounts the Obligors agree to pay to the Tranche A Lender on the date of purchase. The closing of the Tranche A assignment shall be consummated pursuant to an Assignment and Acceptance and such other documentation as the Tranche A Lender, the Board and such assignee shall mutually agree is reasonably necessary. Any such sale, transfer or assignment under this subsection (f) shall be subject to the conditions specified in clauses (i), (ii), (iii) and (vvi) of the proviso in subsection (a) of this Section 9.2.

Assignment of. Tranche A at the Direction of the Board. The Tranche A Lender agrees that if and to the extent that the Board Guaranty remains in effect, the Board shall have the right, upon five ten (510) Business Days' prior notice to the Tranche A Lender (with a copy to the Agent and the Borrower), ) to require the Tranche A Lender to sell, transfer and assign Tranche A, in whole or in part (but in no event in excess of the amount then guaranteed under the Board Guaranty), and with or without the benefit of the Board Guaranty (which, if without, shall be fully and irrevocably released upon the closing and to the extent of such purchase), to a Person designated by the Board, for a purchase price equal to 100% of the principal amount of such portion of Tranche A to be sold, transferred and assigned, together with all accrued and unpaid interest thereon through the date of purchase (which purchase price may include a payment under the Board Guaranty) and payment of any losses, expenses and liabilities under Section 2.9(e) hereof attributable to such sale, transfer and assignment (it being acknowledged and agreed that any premium paid by such purchaser for such portion of the Loan shall be for the benefit of the Board); provided, that the Tranche A Lender and the Borrower shall cooperate with the Board to avoid any such losses, expenses and liabilities; and provided, further that the Tranche A Lender shall also be entitled to payment of all other unpaid Obligations owing to it through the date of purchase from the Obligors, including, without limitation, fees, expenses, indemnities and other amounts which are then due and payable pursuant to the terms of the Loan Documents, which amounts the Obligors agree to pay to the Tranche A Lender on the date of purchase. The closing of the Tranche A assignment shall be consummated pursuant to an Assignment and Acceptance and such other documentation as the Tranche A Lender, the Board and such assignee shall mutually agree is reasonably necessary. Any such sale, transfer or assignment under this subsection (f) shall be subject to the conditions specified in clauses (i), (ii), (iii) and (vvi) of the proviso in subsection (a) of this Section 9.2.