Common use of Binding Agreement; Assignment Clause in Contracts

Binding Agreement; Assignment. This Guaranty Agreement, and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor shall be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative Agent. Without limiting the generality of the foregoing sentence of this Section 16, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreement.

Appears in 5 contracts

Samples: Credit Agreement (Autonation, Inc.), Credit Agreement (Autonation, Inc.), Credit Agreement (Autonation, Inc.)

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Binding Agreement; Assignment. This Company Guaranty Agreement, Agreement and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties heretohereto and thereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor the Company shall not be permitted to assign any of its rights, powers, duties or obligations under this Company Guaranty Agreement or any other interest herein without except as expressly permitted herein or in the prior written consent of the Administrative AgentCredit Agreement. Without limiting the generality of the foregoing sentence of this Section 1617, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Administrative Agent) and Section 10.06 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 4 contracts

Samples: Company Guaranty Agreement (Asbury Automotive Group Inc), Company Guaranty Agreement (Asbury Automotive Group Inc), Company Guaranty Agreement (Asbury Automotive Group Inc)

Binding Agreement; Assignment. This Guaranty Agreement, Agreement and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no the Guarantor shall not be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without except as expressly permitted herein or in the prior written consent of the Administrative AgentCredit Agreement. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Administrative Agent) and Section 10.06 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 4 contracts

Samples: Credit Agreement (Hunt J B Transport Services Inc), Credit Agreement (Hunt J B Transport Services Inc), Credit Agreement (Hunt J B Transport Services Inc)

Binding Agreement; Assignment. This Guaranty Agreement, Agreement and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties heretohereto and thereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor the Company shall not be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative Agent. Without limiting the generality of the foregoing sentence of this Section 1617, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Administrative Agent) and Section 10.06 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 2 contracts

Samples: Credit Agreement (California Water Service Group), Credit Agreement (California Water Service Group)

Binding Agreement; Assignment. This Guaranty Agreement, Agreement and the terms, covenants and conditions hereof, hereof shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no the Guarantor shall not be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without or therein except as expressly permitted herein or in the prior written consent of the Administrative AgentCredit Agreement. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such permitted assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Administrative Agent) and Section 10.06 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 2 contracts

Samples: Company Guaranty Agreement (Sonic Automotive Inc), Company Guaranty Agreement (Sonic Automotive Inc)

Binding Agreement; Assignment. This Guaranty Agreement, Agreement and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties heretohereto and thereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor shall be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative Agent. Without limiting the generality of the foregoing sentence of this Section 1617, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Administrative Agent) and Section 10.07 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Guaranty Agreement (Tupperware Corp)

Binding Agreement; Assignment. This Guaranty Agreement, and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor shall be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative AgentLender. Without limiting the generality of the foregoing sentence of this Section 1618, any the Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such the Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Section 12.1 thereof concerning assignments and participations. All references herein to the Administrative Agent Lender shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Term Credit Agreement (Hughes Supply Inc)

Binding Agreement; Assignment. This Guaranty Agreement, Agreement and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no the Guarantor shall not be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative AgentAgent or otherwise in accordance with Section 7.03 of the Credit Agreement. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (in each case to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Administrative Agent) and Section 10.06 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any permitted successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Credit Agreement (Stryker Corp)

Binding Agreement; Assignment. This Guaranty Agreement, and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor shall be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative Agent. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article XI thereof (concerning the Agent) and Section 12.1 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Credit Agreement (Gtech Holdings Corp)

Binding Agreement; Assignment. This Guaranty Agreement, and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor shall not be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative Agent. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender Bank may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender Bank herein or otherwise, subject however, to the provisions of the Credit Agreement. All references herein to , including Article IX thereof (concerning the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreement.Agent) and

Appears in 1 contract

Samples: Unlimited Continuing Guaranty (QC Holdings, Inc.)

Binding Agreement; Assignment. This Guaranty Agreement, Agreement and the terms, covenants and conditions hereof, hereof shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no the Guarantor shall not be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative Agent. Without limiting the generality of the foregoing sentence of this Section 1617, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Administrative Agent) and Section 10.06 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Credit Agreement (Ceridian Corp /De/)

Binding Agreement; Assignment. This Guaranty Agreement, Agreement and the terms, covenants and conditions hereof, hereof shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no the Guarantor shall not be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein or therein without the prior written consent of the Administrative Agent. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such permitted assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Administrative Agent) and Section 10.06 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Company Guaranty Agreement (Sonic Automotive Inc)

Binding Agreement; Assignment. This Guaranty Agreement, and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor shall not be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative Agent. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender Bank may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender Bank herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Agent) and Section 11.07 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Unlimited Continuing Guaranty (QC Holdings, Inc.)

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Binding Agreement; Assignment. This Subsidiary Guaranty Agreement, each Subsidiary Guaranty Joinder Agreement and the terms, covenants and conditions hereofhereof and thereof, shall be binding upon and inure to the benefit of the parties heretohereto and thereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Subsidiary Guarantor shall be permitted to assign any of its rights, powers, duties or obligations under this Subsidiary Guaranty Agreement, any Subsidiary Guaranty Joinder Agreement or any other interest herein without or therein except as expressly permitted herein or in the prior written consent of the Administrative AgentCredit Agreement. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreement.fullest

Appears in 1 contract

Samples: Subsidiary Guaranty Agreement (Fresh Del Monte Produce Inc)

Binding Agreement; Assignment. This Company Guaranty Agreement, and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties heretohereto and thereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor the Company shall not be permitted to assign any of its rights, powers, duties or obligations under this Company Guaranty Agreement or any other interest herein without or therein except as expressly permitted herein or in the prior written consent of the Administrative AgentCredit Agreement. Without limiting the generality of the foregoing sentence of this Section 1617, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by lawLaw, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Administrative Agent) and Section 11.06 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Credit Agreement (Urs Corp /New/)

Binding Agreement; Assignment. This Guaranty Agreement, each Guaranty Joinder Agreement and the terms, covenants and conditions hereof, hereof and thereof shall be binding upon and inure to the benefit of the parties heretohereto and thereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor shall be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement, any Guaranty Joinder Agreement or any other interest herein or therein without the prior written consent of the Administrative AgentRequired Holders, as the case may be. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender Holder may assign to one or more Persons, or grant transfer to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Amended Note Agreement and the Notes (to the extent permitted by the Credit Amended Note Agreement); and to the extent of any such assignment or participation transfer such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender Holder herein or otherwise, subject subject, however, to the provisions of the Credit Amended Note Agreement. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreement, including Section 16.2.

Appears in 1 contract

Samples: Guaranty Agreement (Precision Castparts Corp)

Binding Agreement; Assignment. This Company Guaranty Agreement, Agreement and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor the Company shall not be permitted to assign any of its rights, powers, duties or obligations under this Company Guaranty Agreement or any other interest herein without except as expressly permitted herein or in the prior written consent of the Administrative AgentCredit Agreement. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Administrative Agent) and Section 10.06 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Company Guaranty Agreement (Fresh Del Monte Produce Inc)

Binding Agreement; Assignment. This Guaranty Agreement, Agreement and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties heretohereto and thereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor the Company shall not be permitted to assign any of its rights, powers, Form of Guaranty duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative Agent. Without limiting the generality of the foregoing sentence of this Section 1617, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article IX thereof (concerning the Administrative Agent) and Section 10.06 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Credit Agreement (California Water Service Group)

Binding Agreement; Assignment. This Guaranty Agreement, and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor shall be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative Agent. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article XII thereof (concerning the Administrative Agent) and Section 13.1 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Credit Agreement (Pepsiamericas Inc)

Binding Agreement; Assignment. This Guaranty Agreement, and the terms, covenants and conditions hereof, shall be binding upon and inure to the benefit of the parties hereto, and to their respective heirs, legal representatives, successors and assigns; provided, however, that no Guarantor shall be permitted to assign any of its rights, powers, duties or obligations under this Guaranty Agreement or any other interest herein without the prior written consent of the Administrative Agent. Without limiting the generality of the foregoing sentence of this Section 1618, any Lender may assign to one or more Persons, or grant to one or more Persons participations in or to, all or any part of its rights and obligations under the Credit Agreement (to the extent permitted by the Credit Agreement); and to the extent of any such assignment or participation such other Person shall, to the fullest extent permitted by law, thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise, subject however, to the provisions of the Credit Agreement, including Article XII thereof (concerning the Agent) and Section 13.1 thereof concerning assignments and participations. All references herein to the Administrative Agent shall include any successor thereof permitted under the terms of the Credit Agreementthereof.

Appears in 1 contract

Samples: Credit Agreement (Insteel Industries Inc)

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