Transfer by Banks Sample Clauses

Transfer by Banks. Any Bank (the “Transferor Bank”) may, with the prior written consent (such consent not to be unreasonably withheld or delayed) of the Account Party transfer all or any of its rights and/or obligations in its capacity as a Bank under this Agreement and under the other Finance Documents to another bank or financial institution (the “Transferee Bank”). That transfer shall be effected by the delivery by the Transferor Bank to the Agent of a Transfer Certificate executed by the Transferor Bank and the Transferee Bank. Any such transfer shall not be effective unless it is effected by a Transfer Certificate.
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Transfer by Banks. (a) Any Bank (the “Transferor Bank”) may, with the prior written consent (such consent not to be unreasonably withheld or delayed) of the Agent and (other than in the case of a transfer by the Transferor Bank to an Affiliate of the Transferor Bank) the Account Party, transfer its Commitment, rights and/or obligations in its capacity as a Bank under this Agreement and under the other Finance Documents to another bank or financial institution that is a credit institution approved by Lloyd’s for the issue of letters of credit in respect of Funds at Lloyd’s (the “Transferee Bank”), provided always that such transfer shall not be for less than the equivalent of £5,000,000 of the Transferor Bank’s Commitment, rights and/or obligations without the prior written consent of the Agent (in its sole and absolute discretion).
Transfer by Banks. Subject to Clause 31.5, a Bank may at any time at no cost to the Borrower transfer in accordance with this Clause 31 to any one or more banks or other lending institutions all or any of its rights, benefits and obligations hereunder, in which case such transfer shall be effected by the delivery to the Agent of a duly completed and duly executed Transfer Certificate and payment of a fee of (pound)1,500 by the Transferee to the Agent whereupon:
Transfer by Banks. Each of the parties agrees to waive and hereby waives any provision of the Loan Agreement which would otherwise (i) prevent Barclays from, at any time and from time to time after the Effective Date, entering into an assignment and delegation to Bema Bermuda of any of its rights or obligations under the Loan Documents, pursuant to Section 11.11.1 of --------------- the Loan Agreement, or (ii) prevent AGI Chile from, at any time after the Effective Date at which AGRI is recognized as a foreign "registered financial institution" by the Central Bank, entering into an assignment and delegation to AGRI of any of its rights or obligations under the Loan Documents pursuant to Section 11.11.1 of the Loan ---------------
Transfer by Banks. (a) Subject to paragraph (b) below, a Bank (the "Existing Bank") may at any time transfer any of its rights and obligations under the Finance Documents to another bank or financial institution (the "New Bank"). An Existing Bank shall transfer its rights and obligations to a New Bank where the credit rating of the Existing Bank has fallen below A- as rated by Standard & Poor's or A3 by Xxxxx'x Investor Services Inc. unless the Existing Bank is able to provide cash collateral for all its obligations under the Letters of Credit to the satisfaction of the Project Company. The prior consent of the Borrower and of the Guarantor is required for any such transfer (unless such transfer is to an Affiliate or to a New Bank which was already a Bank), but will not be unreasonably withheld or delayed.
Transfer by Banks. The Banks hereby agree that if a financial institution or financial institutions selected by Borrowers agree to purchase the Total Loan Commitment, the Notes and all Loans evidenced thereby, the Banks, subject to the provisions of Section 11.03(c) will transfer and assign their respective remaining Loan Commitments, Notes and Loans and direct the Agent, the Collateral Agent and the Special Agent to transfer and assign their respective interest in the Liens and Security securing the same to such financial institution or financial institutions selected by Borrowers for an amount equal to the outstanding principal amount of such Loans being transferred and assigned plus accrued interest thereon plus fees and expenses, if any, and any other amounts owing by the relevant Borrower or Borrowers hereunder or under any of the other Credit Documents to which such Borrower is, or such Borrowers, are a party, including a pro rata portion of the expenses and fees, if any, then due and owing hereunder by all Borrowers; provided, however, that such transfer and assignment shall be without recourse to the transferors, except to the extent, if any, expressly set forth in the transfer documents evidencing such transfer and assignment. Notwithstanding the foregoing, the Banks shall not be obligated to transfer or assign their respective remaining Loan Commitment, Notes or Loans, unless (i) the Agent, the Collateral Agent and the Banks shall have received, at no cost to them, a favorable opinion of counsel reasonably acceptable to them that such transfer or assignment is not in violation of the Securities Act of 1933, as amended, or any rule or regulation promulgated thereunder, any applicable state law, including without limitation, state securities laws, or any rule or regulation promulgated thereunder, or any Canadian laws, including without limitation Canadian securities law, or any rule or regulation promulgated thereunder; (ii) each Borrower agrees to indemnify and release the Agent, the Collateral Agent, and the Banks, (to the extent not reimbursed by the Borrowers and without limiting the obligation of the Borrowers to do so), from and against any and all liabilities, claims, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements or any kind whatsoever except to the extent of the Bank's obligations, if any, under the Transfer Documents which may at any time (including, without limitation, at any time following the payment ...
Transfer by Banks. Any Bank may transfer all or any of the rights and interests which it has under or by virtue of the Finance Documents:
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Transfer by Banks. If any Bank wishes to transfer all or any of its rights, benefits and/or obligations hereunder as contemplated in Clause 25.1 (Assignments and Transfers by Banks), then such transfer may be effected by the delivery to and signature by the Facility Agent on behalf of the Borrower (and the Borrower hereby irrevocably appoints the Facility Agent as its facility agent for the purposes of such delivery and signature of any Transfer Certificate) of a duly completed and duly executed Transfer Certificate in which event it is hereby irrevocably agreed by the Borrower in advance that, on the later of the Transfer Date specified in such Transfer Certificate and the fifth business day after (or such earlier business day endorsed by the Facility Agent on such Transfer Certificate falling on or after) the date of delivery of such Transfer Certificate to and signature by the Facility Agent on behalf of the Borrower (which signature the Facility Agent agrees to complete promptly upon receipt of the relevant Transfer Certificate in accordance with this Clause 25):

Related to Transfer by Banks

  • Transfers by Banks If a Bank wishes to transfer all or any of its rights, benefits and/or obligations hereunder as contemplated in Clause 26.2 (ASSIGNMENTS AND TRANSFERS BY BANKS), then such transfer may be effected by the delivery to the Agent and the Borrower of a duly completed and duly executed Transfer Certificate in which event, on the later of the Transfer Date specified in such Transfer Certificate and the fifth business day after (or such earlier business day endorsed by the Agent on such Transfer Certificate) the date of delivery of such Transfer Certificate to the Agent:

  • Assignments and Transfers by Investors The provisions of this Agreement shall be binding upon and inure to the benefit of the Investors and their respective successors and assigns. An Investor may transfer or assign, in whole or from time to time in part, to one or more persons its rights hereunder in connection with the transfer of Registrable Securities by such Investor to such person, provided that such Investor complies with all laws applicable thereto and provides written notice of assignment to the Company promptly after such assignment is effected.

  • Assignments and transfer by Obligors No Obligor may assign any of its rights or transfer any of its rights or obligations under the Finance Documents.

  • Assignments by Banks Any Bank may at any time assign to one or more Eligible Assignees all or a portion of its rights and obligations under this Agreement (including all or a portion of its Commitment and the Loans at the time owing to it); provided that

  • SUBLETTING, ASSIGNMENT OR TRANSFER The Provider shall not sublet, sell, transfer, assign or otherwise dispose of this Contract or any portion thereof, or of its right, title or interest therein, without written request to and written consent of the Contract Administrator. No subcontracts or transfer of Contract shall in any case release the Provider of its liability under this Contract.

  • Assignments and transfers by the Lenders Subject to this Clause 23, a Lender (the “Existing Lender”) may:

  • TRANSFER BY LANDLORD Landlord and its successors in interest shall have the right to transfer their interest in the Building, the Property, or any portion thereof at any time and to any person or entity. In the event of any such transfer, the Landlord originally named herein (and in the case of any subsequent transfer, the transferor), from the date of such transfer, (i) shall be automatically relieved, without any further act by any person or entity, of all liability for the performance of the obligations of the Landlord hereunder which may accrue after the date of such transfer and (ii) shall be relieved of all liability for the performance of the obligations of the Landlord hereunder which have accrued before the date of transfer if its transferee agrees to assume and perform all such prior obligations of the Landlord hereunder. Tenant shall attorn to any such transferee. After the date of any such transfer, the term "Landlord" as used herein shall mean the transferee of such interest in the Building or the Property.

  • Transfer of rights and obligations 12.1 Lender has the right to transfer all or part of the right in this contract to a third party, the transferring actions do not need to acquire the consent of the borrower. If without the consent of the lender in writing, the borrower cannot transfer any right and obligations in this contract to a third party.

  • No Assignment or Transfer Notwithstanding anything to the contrary in this Award Agreement, neither this Award Agreement nor any rights granted herein shall be assignable by the Participant. Neither this Award Agreement nor any rights granted herein shall be transferable by the Participant in any circumstances, except on the death of the Participant.

  • Transfers by Members No holder of Units shall Transfer any interest in any Units, except Transfers (a) pursuant to and in accordance with Sections 10.02 and 10.09 or (b) approved in advance and in writing by the Manager, in the case of Transfers by any Member other than the Manager, or (c) in the case of Transfers by the Manager, to any Person who succeeds to the Manager in accordance with Section 6.04. Notwithstanding the foregoing, “Transfer” shall not include (i) an event that terminates the existence of a Member for income tax purposes (including, without limitation, a change in entity classification of a Member under Treasury Regulations Section 301.7701-3, a sale of assets by, or liquidation of, a Member pursuant to an election under Code Sections 336 or 338, or merger, severance, or allocation within a trust or among sub-trusts of a trust that is a Member), but that does not terminate the existence of such Member under applicable state Law (or, in the case of a trust that is a Member, does not terminate the trusteeship of the fiduciaries under such trust with respect to all the Units of such trust that is a Member) or (ii) any indirect Transfer of Units held by the Manager by virtue of any Transfer of Equity Securities in the Corporation.

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