Representations and Agreements of Assignee. The Assignee:
Representations and Agreements of Assignee. The Assignee: 1 Include bracketed text if Assignor holds a portion of the Loans on the Effective Date.
Representations and Agreements of Assignee. (a) Assignee confirms that it has received copies of the Transaction Documents and such other information as it has deemed appropriate to make its own credit analysis and decision to enter into this Assignment and Acceptance Agreement;
Representations and Agreements of Assignee. The Assignee (i) confirms that it has received a copy of the Credit Agreement, together with copies of the financial statements requested by the Assignee and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Assignment Agreement, (ii) agrees that it will, independently and without reliance upon the Bank or any other lender and based on such documents and information at it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, (iii) appoints and authorizes the Bank to take such action as agent on its behalf and to exercise such powers under the Loan Documents by the terms thereof, together with such powers as are reasonably incidental thereto, (iv) agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a lender, (v) agrees that its payment instructions and notice instructions are as set forth in the attachment to Schedule 1, (vi) confirms that none of the funds, monies, assets or other consideration being used to make the purchase and assumption hereunder are "plan assets"' as defined under ERISA and that its rights,- benefits and interests in and under the Loan Documents will not be "plan assets" under ERISA, and (vii) either (x) certifies that it is incorporated under the laws of the United States of America or a state thereof or (y) attaches the forms prescribed by the Internal Revenue Service of the United States certifying that the 81 Assignee is entitled to receive payments under the Loan Documents without deduction or withholding of any United States federal income taxes.
