Assignment; Successors and Assigns; Participations Sample Clauses

Assignment; Successors and Assigns; Participations. (a) This Agreement shall be binding upon and inure to the benefit of the Borrower, the Arrangers, the Lenders, the Agent, the Co-Agents and their respective successors and permitted assigns. The Borrower may not assign any of its rights or delegate any of its obligations hereunder without the written consent of all of the Lenders. Any Lender may at any time sell, assign, transfer, negotiate, or otherwise dispose of, in whole or in part, with the prior written consent (such consent not to be unreasonably withheld) of the Borrower, its rights and obligations under this Agreement or the Notes; provided, that such consent by the Borrower shall not be required for any proposed sale, assignment, transfer, negotiation or other disposition by a Lender (other than the Finance Company) to another financial institution (i) at least 75% of the voting shares of which are held directly or indirectly by such Lender, or (ii) holding directly or indirectly at least 75% of the voting shares of such Lender or (iii) at least 75% of the voting shares of which are held directly or indirectly by a corporation which holds directly or indirectly at least 75% of the voting shares of such Lender (any of the foregoing described transferees, a "Section 10.4(a) Affiliate"). The exercise of such right by any Lender is, however, subject to the conditions that the transferee shall (x) not have any right at the time of transfer, or shall have effectively waived any right existing in the transferee at the time of transfer, pursuant to Section 3.3 hereof to claim from the Borrower tax indemnification and pursuant to Section 3.4(b) hereof to claim from the Borrower any additional amounts, in either case above and beyond that or those which could have been claimed by the transferor at the time of transfer, (y) not have any right at the time of transfer pursuant to Section 3.4(a) hereof not possessed by the transferor at the time of transfer, and (z) in the case of any transfer to a Section 10.4(a) Affiliate, not have designated a Lending Office in any jurisdiction with respect to which the Borrower is at the time of transfer prohibited by applicable state or federal laws of the United States from doing business. 67 62
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Assignment; Successors and Assigns; Participations. (a) This Agreement shall be binding upon and inure to the benefit of the Borrower, the Tranche A Lender, the Arrangers, the Tranche B Lenders, the Agent and their respective successors and permitted assigns. The Borrower may not assign any of its rights or delegate any of its obligations hereunder without the written consent of all of the Lenders. Any Lender may at any time sell, assign, transfer, negotiate, or otherwise dispose of, in whole or in part, with the prior written consent (such consent not to be unreasonably withheld) of the Borrower, its rights and obligations under this Agreement or the Notes; provided, that such consent by the Borrower shall not be required for any proposed sale, assignment, transfer, negotiation or other disposition by a Tranche B Lender to another financial institution (i) at least 75% of the voting shares of which are held directly or indirectly by such Tranche B Lender, or (ii) holding directly or indirectly at least 75% of the voting shares of such Tranche B Lender or (iii) at least 75% of the voting shares of which are held directly or
Sample 1
Assignment; Successors and Assigns; Participations. This Agreement shall be binding upon and inure to the benefit of the Tranche A Lender, the Arrangers, the Tranche B Lenders, the Agent and the holders from time to time of the Notes and their respective successors and permitted assigns, in each case to the extent that the provisions of the Loan Agreement and Letter Agreement inure to the benefit of such Persons and their respective successors and permitted assigns thereunder, and except as specifically set forth in this Section 6.3, no Person shall have or acquire any right or benefit hereunder or in respect of any obligation of any Producer herein contained. Except for the assignments prior to the date hereof pursuant to the Supply Agreements (or after the date hereof in connection with and pursuant to any Japanese Supply Agreement entered into pursuant to an extension of the New 1973 Sales Contract on substantially the same terms as the existing Japanese Supply Agreements) by Pertamina to the other Producers of the production sharing percentages of such Producers in amounts payable by the Buyer under the LNG Sales Contracts and certain other amounts as specified in the Supply Agreements, no Producer may assign any rights or delegate any obligations hereunder or assign any rights in or to the Source of Debt Service prior to deposit in the Bontang V Payment Account, without the written consent of the Majority Lenders, such consent not to be unreasonably withheld; provided that if another corporation, or other entity, wholly owned by or an agency of the Republic of Indonesia should succeed to all rights and obligations of Pertamina under the Trust Agreement and all of the Basic Agreements to which it is a party, Pertamina may assign all of its rights and delegate all of its obligations hereunder to such other corporation, entity or agency, such assignment and delegation to become effective upon such Person's written assumption (a copy of which shall be provided to the Tranche A Lender and the Agent and which shall confirm the assignment of rights and the assumption of obligations by such Person under the Trust Agreement, the LNG Sales Contracts and all other Basic Agreements to which the assignor is a party) of all of Pertamina's obligations hereunder including, without limitation, the restrictions on assignments and delegations contained in this Section 6.3 which shall apply to all assignees of the rights and delegees of the obligations of Pertamina and its assignees and delegees; and provided further that...
Sample 1
Assignment; Successors and Assigns; Participations. This Agreement shall be binding upon and inure to the benefit of the Arrangers, the Lenders, the Agent, the Co-Agents and the holders from time to time of the Notes and their respective successors and permitted assigns, in each case to the extent that the provisions of the Loan Agreement and Letter Agreement inure to the benefit of such Persons and their respective successors and permitted assigns thereunder, and except as specifically set forth in this Section 6.3, no Person shall have or acquire any right or benefit hereunder or in respect of any obligation of any Producer herein contained. Except for the assignments prior to the date hereof pursuant to the Supply Agreements by Pertamina to the other Producers of the production sharing percentages of such Producers in amounts payable by the Buyer under the LNG Sales Contracts and certain other amounts as specified in the Supply Agreements, no Producer may assign any rights or delegate any obligations hereunder or assign any rights in or to the Source of Debt Service prior to deposit in the Bontang VI Payment Account, without the written consent of the Majority Lenders, such consent not to be unreasonably withheld;
Sample 1

Related to Assignment; Successors and Assigns; Participations

  • Successors and Assigns; Participations and Assignments (a) This Agreement shall be binding upon and inure to the benefit of the Borrower, the Lenders, the Agents, all future holders of the Loans and their respective successors and assigns, except that the Borrower may not assign or transfer any of its rights or obligations under this Agreement without the prior written consent of the Agents and each Lender.

  • Assignment; Successors and Assigns, etc Neither the Employer nor the Executive may make any assignment of this Agreement or any interest herein, by operation of law or otherwise, without the prior written consent of the other party; provided that the Employer may assign its rights under this Agreement without the consent of the Executive in the event that the Employer shall effect a reorganization, consolidate with or merge into any other corporation, partnership, organization or other entity, or transfer all or substantially all of its properties or assets to any other corporation, partnership, organization or other entity. This Agreement shall inure to the benefit of and be binding upon the Employer and the Executive, their respective successors, executors, administrators, heirs and permitted assigns.

  • Successors and Assigns Participations Assignments (a) This Agreement shall be binding upon and shall inure to the benefit of the Borrower and the Lenders and their respective successors and assigns.

  • Assignment; Successors and Assigns The Executive agrees that he will not assign, sell, transfer, delegate or otherwise dispose of, whether voluntarily or involuntarily, or by operation of law, any rights or obligations under this Agreement, nor shall the Executive's rights be subject to encumbrance or the claims of creditors. Any purported assignment, transfer, or delegation shall be null and void. Nothing in this Agreement shall prevent the consolidation of the Company with, or its merger into, any other corporation, or the sale by the Company of all or substantially all of its properties or assets, or the assignment by the Company of this Agreement and the performance of its obligations hereunder to any successor in interest. In the event of a change in ownership or control of the Company, the terms of this Agreement will remain in effect and shall be binding upon any successor in interest. Notwithstanding and subject to the foregoing, this Agreement shall be binding upon and shall inure to the benefit of the parties and their respective heirs, legal representatives, successors, and permitted assigns, and shall not benefit any person or entity other than those enumerated above.

  • Successors and Assigns Participations (1) This Agreement shall be binding upon and inure to the benefit of each Borrower, the Lenders, the Agent, all future holders of the Notes, and their respective successors and assigns, except that no Borrower may assign or transfer any of its rights or obligations under this Agreement without the prior written consent of each Lender, and any such attempted assignment or transfer by any Borrower except in strict compliance with the provisions hereof shall be null and void, and of no force or effect.

  • Successors and Assigns; Assignments and Participations (a) Subject to Sections 12.2(f) and (h), a Lender may at any time assign all or a portion of its rights and delegate all or a portion of its obligations under this Agreement and the other Loan Documents (including all its rights and obligations with respect to the Loan) to one or more Persons (a “Transferee”); provided, however, that so long as no Default or Event of Default has occurred and is continuing, no such Transferee shall be a BDC or a wholly-owned Subsidiary of a BDC. Notwithstanding anything to the contrary in this Agreement, but subject to the immediately proceeding proviso, there shall be no limitation or restriction on any Lender’s ability to assign, pledge or otherwise transfer any Note or other Obligation. The Transferee and such Lender shall execute and deliver for acceptance and recording in the Register, a Lender Addition Agreement, which shall be in form and substance reasonably acceptable to Agent in its sole discretion (“Lender Addition Agreement”). Upon such execution, delivery, acceptance and recording, from and after the effective date determined pursuant to such Lender Addition Agreement, (i) the Transferee thereunder shall be a party hereto and, to the extent provided in such Lender Addition Agreement, have the same rights, benefits and obligations as it would if it were a Lender hereunder, (ii) the assigning Lender shall be relieved of its obligations hereunder with respect to its Commitments or assigned portion thereof, as the case may be, to the extent that such obligations shall have been expressly assumed by the Transferee pursuant to such Lender Addition Agreement (and, in the case of a Lender Addition Agreement covering all or the remaining portion of an assigning Lender’s rights and obligations under this Agreement, such assigning Lender shall cease to be a party hereto but, with respect to matters occurring before such assignment, shall nevertheless continue to be entitled to the benefits of Sections 12.4 and 12.7). Borrower hereby acknowledges and agrees that any assignment will give rise to a direct obligation of Borrower to the Transferee and that the Transferee shall be considered to be a “Lender” hereunder. Borrower may not sell, assign or transfer any interest in this Agreement, any of the other Loan Documents, or any of the Obligations, or any portion thereof, including Borrower’s rights, title, interests, remedies, powers, and duties hereunder or thereunder.

  • Assignments; Successors and Assigns The Company may assign any of its rights and obligations under this Agreement, including but not limited to its rights to repurchase Shares under the Right of First Refusal and the Repurchase Option. Any assignment of rights and obligations by any other party to this Agreement requires the Company’s prior written consent. This Agreement, and the rights and obligations of the parties hereunder, will be binding upon and inure to the benefit of their respective successors, assigns, heirs, executors, administrators and legal representatives.

  • Successors and Assignments Each and all of the provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and, except as otherwise specifically provided in this Agreement, their respective successors and assigns. Notwithstanding the foregoing, no party shall make any assignment of this Agreement or any rights or obligations hereunder without the written consent of all other parties. As used herein, the term "assignment" shall have the meaning ascribed thereto in the 1940 Act.

  • Transfer; Successors and Assigns The terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective successors and assigns of the parties. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and assigns any rights, remedies, obligations, or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement.

  • Successors and Assignment This Agreement shall (a) be binding upon and inure to the benefit of all successors and assigns of the Company (including any transferee of all or a substantial portion of the business, stock and/or assets of the Company and any direct or indirect successor by merger or consolidation or otherwise by operation of law), and (b) be binding on and shall inure to the benefit of the heirs, personal representatives, executors and administrators of the Independent Director. The Independent Director has no power to assign this Agreement or any rights and obligations hereunder.

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