Common use of Successors and Assigns; Disposition of Loans; Transferees Clause in Contracts

Successors and Assigns; Disposition of Loans; Transferees. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, except that the Borrower may not assign its rights or delegate its obligations hereunder or under any other Loan Document without the prior written consent of the Bank. The Bank may at any time sell, assign, transfer, grant participations in, or otherwise dispose of any portion of the Term Loan (each such interest so disposed of being herein called a “Transferred Interest”) to banks or other financial institutions (“Transferees”). The Borrower agrees that each Transferee shall be entitled to all of the benefits of this Agreement with respect to its Transferred Interest and that each Transferee may exercise any and all rights of banker’s Lien, setoff and counterclaim as if such Transferee were a direct fender to the Borrower. If the Bank makes any assignment to a Transferee, then upon notice to the Borrower such Transferee, to the extent of such assignment (unless otherwise provided therein), shall become a “Bank” hereunder and shall have all the rights and obligations of the Bank hereunder to the extent of its Transferred Interest and the Bank shall be released from its duties and obligations under this Agreement to the extent of such assignment.

Successors and Assigns; Disposition of Loans; Transferees. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, except that the Borrower may not assign its rights or delegate its obligations hereunder or under any other Borrower Loan Document without the prior written consent of the Bank, which shall not be unreasonably withheld and which shall not require the payment of any fee to Bank. The Bank may at any time sell, assign, transfer, grant participations in, or otherwise dispose of any portion of the Term Loan Revolving Commitment and/or Advances (each such interest so disposed of being herein called a “"Transferred Interest”") to banks or other financial institutions (“"Transferees”"). The Borrower agrees that each Transferee shall be entitled to all of the benefits of this Agreement Section 8.2 with respect to its Transferred Interest and that each Transferee may exercise any and all rights of banker’s 's Lien, setoff and counterclaim as if such Transferee were a direct fender lender to the Borrower. If the Bank makes any assignment to a Transferee, then upon notice to the Borrower such Transferee, to the extent of such assignment (unless otherwise provided therein), shall become a “"Bank” " hereunder and shall have all the rights and obligations of the Bank hereunder to the extent of its Transferred Interest and the Bank shall be released from its duties and obligations under this Agreement to the extent of such assignment.