Benefit of Agreement Assignments and Participations Sample Clauses

Benefit of Agreement Assignments and Participations. Except ---------------------------------------------------- as otherwise expressly provided herein, all covenants, agreements and other provisions contained in this Agreement by or on behalf of any of the parties hereto shall bind, inure to the benefit of and be enforceable by their respective successors and assigns (including, without limitation, any subsequent holder of a Security or Exchange Note) whether so expressed or not (other than Section 9.09 as to Persons other than the Purchasers and their Affiliates); provided, however, that the Issuer may not assign and transfer any of its rights or obligations without the prior written consent of the other parties hereto and each such holder. Nothing in this Agreement or in the Securities or Exchange Notes, express or implied, shall give to any Person other than the parties hereto, their successors and assigns and the holders from time to time of the Securities or Exchange Notes any benefit or any legal or equitable right, remedy or claim under this Agreement.
Benefit of Agreement Assignments and Participations. (a) This Agreement shall be binding upon and inure to the benefit of and be enforceable by the respective successors and assigns of the parties hereto; provided, however, that (i) no Credit Party may assign or transfer any of its rights, obligations or interests hereunder or under any other Credit Document without the prior written consent of the Lenders, (ii) although any Lender may transfer, assign or grant participations in its rights hereunder, such Lender shall remain a “Lender” for all purposes hereunder (and may not transfer or assign all or any portion of its Commitments hereunder except as provided in Sections 2.12 and 14.04(b) or as otherwise separately agreed to in writing with the Borrower) and the transferee, assignee or participant, as the case may be, shall not constitute a “Lender” hereunder and (iii) no Lender shall transfer or grant any participation under which the participant shall have rights to approve any amendment to or waiver of this Agreement or any other Credit Document except to the extent such amendment or waiver would (x) extend the final scheduled maturity of any Loan or Note in which such participant is participating, or reduce the rate or extend the time of payment of interest or Deferred Fee thereon (except (m) in connection with a waiver of applicability of any post-default increase in interest rates and (n) that any amendment or modification to the financial definitions in this Agreement shall not constitute a reduction in the rate of interest for purposes of this clause (x)) or reduce the principal amount thereof, or increase the amount of the participant’s participation over the amount thereof then in effect (it being understood that a waiver of any Default or Event of Default or of a mandatory reduction in the Total Tranche A Term Loan Commitment or Total Tranche B Term Loan Commitment shall not constitute a change in the terms of such participation, and that an increase in any Commitment or Loan shall be permitted without the consent of any participant if the participant’s participation is not increased as a result thereof), (y) consent to the assignment or transfer by the Borrower of any of its rights and obligations under this Agreement or (z) release all or substantially all of the Collateral under all of the Security Documents (except as expressly provided in the Credit Documents) securing the Loans hereunder in which such participant is participating. In the case of any such participation, the participant shall ...
Benefit of Agreement Assignments and Participations. Except as otherwise expressly provided herein, all covenants, agreements and other provisions contained in this Agreement by or on behalf of any of the parties hereto shall bind, inure to the benefit of and be enforceable by their respective successors and assigns (including, without limitation, any subsequent holder of a Note) whether so expressed or not; provided, however, that the Company may not assign and transfer any of its rights or obligations without the prior written consent of the other parties hereto and each such holder. Notwithstanding the foregoing, (a) the Lender may not assign its Notes to a Person who, at the time of such prospective assignment, competes with the Borrower in business or for acquisitions (including any owner or operator of healthcare facilities). In order for Lender to assign its Notes to any Person who engages as a material part of its business in the business of purchasing distressed loans, Lender must first offer Borrower the right for thirty (30) days (after receipt of such offer from Lender) to pay for and consummate the purchase of such Notes at the price Lender proposes to sell to such Person. By way of clarification and not limitation, the Company acknowledges that it is contemplated that the Lender and certain of its direct and indirect stockholders may be dissolved and, accordingly, that the Lender's rights under this Agreement, the Notes and the other Transaction Documents 70 77 (including, without limitation, its Lien in the Collateral) shall be assigned to Lender's successor-in-interest. Nothing in this Agreement or in the Notes, express or implied, shall give to any Person other than the parties hereto, their successors and assigns and the holders from time to time of the Notes any benefit or any legal or equitable right, remedy or claim under this Agreement. The provisions regarding subordination of debt and those related to the subordination of security interests contained in this Agreement are intended for the benefit of, and shall be binding upon (i) the Holders of the Senior Indebtedness and their respective successors and assigns, including subsequent holders thereof and the term "Holder of Senior Indebtedness" shall include any such subsequent or additional holder of Senior Indebtedness, wherever the context permits, and (ii) the Lender and its respective successors and assigns, including the subsequent holders of the Obligations. All provisions relating to the subordination shall not give the Company ...
Benefit of Agreement Assignments and Participations. Subject to the next sentence, and except as otherwise expressly provided herein, all covenants, agreements and other provisions contained in this Agreement by or on behalf of any of the parties hereto shall bind, inure to the benefit of and be enforceable by their respective successors. No party may assign or transfer any of its rights or obligations (other than transfers required under law) without the prior written consent of the other parties.
Benefit of Agreement Assignments and Participations. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of Borrowers, Agents and Lenders and their respective successors and assigns (which, in the case of Agent, shall include any successor Agent appointed pursuant to Section 13.8 hereof), except that (i) no Borrower shall have the right to assign its rights or delegate performance of any of its obligations under any of the Credit Documents and (ii) any assignment by any Lender must be made in compliance with Section 14.3 hereof. Administrative Agent may treat the payee of any Note as the owner thereof for all purposes hereof unless and until such payee complies with Section 14.3 in the case of an assignment thereof or, in the case of any other transfer, a written notice of the transfer is filed with Administrative Agent. Any assignee or transferee of a Note agrees by acceptance thereof to be bound by all the terms and provisions of the Credit Documents. Any request, authority or consent of any Person, who at the time of making such request or giving such authority or consent is the holder of a Note, shall be conclusive and binding on any subsequent holder, transferee or assignee of such Note or of any Note or Notes issued in exchange therefor.
Benefit of Agreement Assignments and Participations a) This Agreement shall be binding upon and inure to the benefit of the Borrower, the Lender, all future holders of the Notes 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 Lender. (b) The Lender shall have the right to enter into one or more participations, sales or assignments of all or any portion of any Loan.
Benefit of Agreement Assignments and Participations