Common use of Amendment of this Agreement; Assignment Clause in Contracts

Amendment of this Agreement; Assignment. (a) No provision of this Agreement may be amended, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the amendment, waiver, discharge or termination is sought and with the prior written consent of the Administrative Agent. Neither the failure nor any delay on the part of any party hereto to exercise any right, remedy, power or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege preclude any other or further exercise of the same or of any other right, remedy, power or privilege, nor shall any waiver of any right, remedy, power or privilege with respect to any occurrence be construed as a waiver of such right, remedy, power or privilege with respect to any other occurrence. No waiver shall be effective unless it is in writing and is signed by the party asserted to have granted such waiver. (b) The Portfolio Manager may not, directly or indirectly, assign all or any part of its rights and duties under this Agreement to any Person without the prior consent of the Company and the Administrative Agent; provided, however, that the no such consent shall be required in connection with (x) an assignment of the role of Portfolio Manager to an Affiliate of CĪON Investment Management, LLC or (y) a merger of CĪON Investment Management, LLC with another business development company sponsored by CĪON Investment Corp. or other fundamental change transaction the result of which effectively combines the ownership and/or assets of CĪON Investment Management, LLC and a business development company sponsored by CĪON Investment Corp., or merges or consolidates their respective collateral advisors or sub-advisors.

Amendment of this Agreement; Assignment. (a) No provision of this Agreement may be amended, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the amendment, waiver, discharge or termination is sought and with the prior written consent of the Administrative Agent. Neither the failure nor any delay on the part of any party hereto to exercise any right, remedy, power or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege preclude any other or further exercise of the same or of any other right, remedy, power or privilege, nor shall any waiver of any right, remedy, power or privilege with respect to any occurrence be construed as a waiver of such right, remedy, power or privilege with respect to any other occurrence. No waiver shall be effective unless it is in writing and is signed by the party asserted to have granted such waiver. (b) The Portfolio Manager may not, directly or indirectly, assign all or any part of its rights and duties under this Agreement to any Person without the prior consent of the Company and the Administrative AgentCompany; provided, however, that the no such consent shall be required in connection with (x) an assignment of the role of Portfolio Manager to an Affiliate of CĪON Investment Management, LLC or (y) a merger of CĪON Investment Management, LLC with another business development company sponsored by CĪON Investment Corp. or other fundamental change transaction the result of which effectively combines the ownership and/or assets of CĪON Investment Management, LLC and a business development company sponsored by CĪON Investment Corp., or merges or consolidates their respective collateral advisors or sub-advisors.

Amendment of this Agreement; Assignment. (a) No provision of this Agreement may be amended, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the amendment, waiver, discharge or termination is sought sought. The Investment Manager may not, directly or indirectly, assign all or any part of its rights and with duties under this Agreement to any Person without the prior written consent of the Company, the Administrative AgentAgent and the Required Financing Providers; provided, however, that the no such consent shall be required in connection with a merger of FS Investment Corporation III with another business development company sponsored by Franklin Square Holdings, L.P. or other fundamental change transaction the result of which effectively combines the ownership and/or assets of FS Investment Corporation III and a business development company sponsored by Franklin Square Holdings, L.P., or merges or consolidates their respective collateral advisors or sub-advisors. In accordance with the foregoing, the Investment Manager may transfer this Agreement or its rights and duties under this Agreement without obtaining the prior consent of the Company or providing prior notice to the Member in a transaction that does not result in a Change of Control. Neither the failure nor any delay on the part of any party hereto to exercise any right, remedy, power or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege preclude any other or further exercise of the same or of any other right, remedy, power or privilege, nor shall any waiver of any right, remedy, power or privilege with respect to any occurrence be construed as a waiver of such right, remedy, power or privilege with respect to any other occurrence. No waiver shall be effective unless it is in writing and is signed by the party asserted to have granted such waiver. (b) The Portfolio Manager may not, directly or indirectly, assign all or any part of its rights and duties under this Agreement to any Person without the prior consent of the Company and the Administrative Agent; provided, however, that the no such consent shall be required in connection with (x) an assignment of the role of Portfolio Manager to an Affiliate of CĪON Investment Management, LLC or (y) a merger of CĪON Investment Management, LLC with another business development company sponsored by CĪON Investment Corp. or other fundamental change transaction the result of which effectively combines the ownership and/or assets of CĪON Investment Management, LLC and a business development company sponsored by CĪON Investment Corp., or merges or consolidates their respective collateral advisors or sub-advisors.

Amendment of this Agreement; Assignment. (a) No provision of this Agreement may be amended, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the amendment, waiver, discharge or termination is sought and with the prior written consent of the Administrative Agent. Neither the failure nor any delay on the part of any party hereto to exercise any right, remedy, power or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege preclude any other or further exercise of the same or of any other right, remedy, power or privilege, nor shall any waiver of any right, remedy, power or privilege with respect to any occurrence be construed as a waiver of such right, remedy, power or privilege with respect to any other occurrence. No waiver shall be effective unless it is in writing and is signed by the party asserted to have granted such waiver. (b) The Portfolio Manager may not, directly or indirectly, assign all or any part of its rights and duties under this Agreement to any Person without the prior consent of the Company and the Administrative AgentCompany; provided, however, that the no such consent shall be required in connection with (x) an assignment of the role of Portfolio Manager to an Affiliate of CĪON Investment Management, LLC or (y) a merger of CĪON Investment Management, LLC with another business development company sponsored by CĪON Investment Corp. Corporation or other fundamental change transaction the result of which effectively combines the ownership and/or assets of CĪON Investment Management, LLC and a business development company sponsored by CĪON Investment Corp.Corporation, or merges or consolidates their respective collateral advisors or sub-advisors.