Transfer of Commitments. Notwithstanding anything else herein to the contrary (but subject to Section 7.13.2), any Lender, after receiving Administrative Agent’s prior written consent (which consent shall not be unreasonably withheld or delayed) and unless an Event of Default shall have occurred and is continuing, the prior written consent of Borrower (which consent shall not be unreasonably withheld or delayed) may, from time to time, at its option, sell, assign, transfer, negotiate or otherwise dispose of a portion of its Commitment (and Loans made hereunder), in the minimum amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof, to any institution which in such assigning Lender’s judgment is reasonably capable of performing the obligations of a Lender hereunder and reasonably experienced in corporate financing; provided, however, that in the case of an assignment by a Lender to another Lender or Affiliate of a Lender, the prior consent of Administrative Agent and Borrower shall not be required and the minimum assignment amount specified above shall not apply as long as the assigning Lender continues to hold a Commitment of no less than $5,000,000. In the event of any assignment made pursuant to this Section 7.14, (a) the assigning Lender’s Proportionate Share shall be reduced by the amount of the Proportionate Share assigned to the new Lender, (b) the parties to such assignment shall execute and deliver an appropriate agreement evidencing such sale, assignment, transfer or other disposition, in form and substance reasonably satisfactory to Administrative Agent and Borrower, (c) the parties to the sale, assignment, transfer or other disposition, excluding Borrower, shall collectively pay to Administrative Agent an administrative fee of $3,500 and (d) at the assigning Lender’s option, Borrower shall execute and deliver to such new Lender Notes in the forms attached hereto as Exhibit B, in a principal amount equal to its Proportionate Share but only if it shall also be executing or exchanging with the assigning Lender a replacement note for any Note in an amount equal to the Proportionate Share retained by the Lender, if any (provided that Borrower shall have received for cancellation the existing Note held by the assigning Lender). Thereafter, such new Lender shall be deemed to be a Lender and shall have all of the rights and duties of a Lender (except as otherwise provided in this Article VII), in accordance with its Proportionate Share, under each of the C...
Transfer of Commitments. On the Effective Date (regardless of whether a Default is outstanding):
Transfer of Commitments. (a) Each Commitment Party’s Commitments (including, for the avoidance of doubt, each Backstop Party’s Backstop Commitment) and Subscription Rights, shall be transferable, in whole or in part, to a Permitted Transferee (as defined below) or pursuant to Section 3(b); provided that the transferring Commitment Party shall give prior written notice of its intent to transfer its Commitments and/or Subscription Rights (other than to a Qualified Affiliate or any other Commitment Party), whether in whole or in part (“ Transfer Notice”), to the Company and the non-transferring Commitment Parties, and each such non-transferring Commitment Party shall have a right, but not an obligation, for a period of five (5) days following receipt of the Transfer Notice to purchase its pro rata share of the Commitments and/or Subscription Rights, as applicable, proposed to be transferred based on the proportion of
Transfer of Commitments. Each Bank shall have the right at any time or times to transfer to another financial institution, without recourse, all or any part of: such Bank's Revolving Credit Commitment; any Loan made by such Bank; any Revolving Credit Note executed in favor of such Bank, and any participations, if any, purchased by the Bank pursuant to Section 0 of this Agreement; provided, however, in each such case, that the transferor and the transferee shall have complied with the following requirements:
Transfer of Commitments. Each Bank shall have the right at any time or times to transfer to another financial institution, without recourse, all or any part of: such Bank's Revolving Credit Commitment (together with such Bank's Ratable Portion of the commitments of the Issuing Bank to issue Letters of Credit), any related Advance made by such Bank and outstanding Term Advances, any related participation in Letters of Credit, and Revolving Credit Note and Term Note executed in favor of such Bank, and any participations, if any, purchased by the Bank pursuant to Sections 2.17 or 2.18 of this Agreement; provided, however, in each such case, that the transferor and the transferee shall have complied with the following requirements:
Transfer of Commitments. Pursuant to Section 11.7 of the Loan Agreement: (a) Agent, in its capacity as a Lender, has (i) prior to the date hereof, transferred certain Term Commitments to Hercules Private Credit Fund 1 L.P. and (ii) on the date hereof shall transfer certain Term Commitments to the Incoming Lender, in each case, the same which are reflected on Schedule 1.1(a), and (b) the Incoming Lender hereby confirms that, on and with effect from the date hereof, it will assume the rights and obligations as a “Lender” under the Loan Documents. No transfer fee shall be payable in respect of this Section. Each Existing Lender agrees that Agent will distribute to each Existing Lender the pro rata amount of any fees payable in respect of the Term Commitments set out opposite its name in Schedule 1.1 for the period from when such fee began to accrue until the date hereof. Incoming Lender agrees to the terms and conditions set forth on Addendum 1 and Addendum 3 of the Loan Agreement.
Transfer of Commitments. 69 (a) PRIOR CONSENT............................................................................. 69 (b) WITHHOLDING TAX EXEMPTION................................................................. 69 (c) AGREEMENT; TRANSFER FEE................................................................... 69 (d) NOTES..................................................................................... 70 (e) PARTIES................................................................................... 70 11.2 SALE OF PARTICIPATIONS............................................................................ 70 (a) PRIOR CONSENT............................................................................. 70 (b)
Transfer of Commitments. In addition to any Transfer of Series A Units that EnCap is permitted to make under this Article VII, EnCap may also Transfer all or a portion of its right to make Commitment Contributions in accordance with Section 5.2 that it has not yet funded so long as such transferee has sufficient remaining capital to fund such Commitment Contributions.
Transfer of Commitments. 102 13.2 SALE OF PARTICIPATIONS............................................................................104 13.3 CHANGE OF LENDING OFFICE; REPLACEMENT OF LENDERS..................................................105 13.4 CONFIDENTIALITY...................................................................................106
Transfer of Commitments. Each Lender shall have the right at any time or times to transfer to another financial institution that is an Eligible Assignee, without recourse, all or, if less than all, any fixed percentage of (which percentage does not have to be pro rata and may vary in percentage among the Commitment and outstanding Revolving Credit Loans and/or Term B Loans of such Lender but the assigned portion resulting therefrom must (i) in each case of a transfer of Revolving Credit Commitments and Loans, be at least equal to $5,000,000 or an integral multiple of $1,000,000 in excess thereof and, in each case of a transfer of Term B Loans and Commitments, be at least equal to $1,000,000 or an integral multiple of $100,000 in excess thereof), such Lender's rights and obligations under this Agreement and the other Loan Documents, including, without limitation, such Lender's Commitments, any Loan made by such Lender, any Note executed in favor of such Lender, any participations in Letters of Credit and any participations purchased by the Lender pursuant to Section 10.14 of this Agreement; PROVIDED, HOWEVER, in each such case, that the transferor and the transferee shall have complied with the following requirements: 102 109
