Assigned Interest. Aggregate Amount of Loans for all Lenders Class of Loans Assigned Amount of Loans Assigned Percentage Assigned of Loans8 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Borrower, the Credit Parties and their Related Parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including Federal and state securities laws. The terms set forth in this Assignment are hereby agreed to: ASSIGNOR 8 Set forth, to at least 9 decimals, as a percentage of the Loans of all Lenders thereunder. By: Title: ASSIGNEE By: Title: Consented to and Accepted: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent By: Authorized Signatory [Consented to]9: By: Och-Ziff Holding Corporation, its general partner By: Name: Title: By: Och-Ziff Holding Corporation, its general partner By: Name: Title: By: Och-Ziff Holding LLC, its general partner By: Name: Title:: 9 To be added only if the consent of Borrowers is required by the terms of the Credit Agreement.
Assigned Interest. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans
Assigned Interest. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders* Amount of Commitment/Loans Assigned* Percentage Assigned of Commitment/Loans1 ____________ $ $ _______% ____________ $ $ _______% ____________ $ $ _______%
Assigned Interest. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Tranche A Revolving Loans $ $ % Tranche B Revolving Loans $ $ % 2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.]3 The terms set forth in this Assignment and Assumption are hereby agreed to: [NAME OF ASSIGNOR] By: Title: [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: BANKRATE, INC.4 By: Name: Title: 3 This date may not be fewer than 5 Business days after the date of assignment unless the Administrative Agent otherwise agrees. 4 To be completed to the extent consent is required under Section 10.04(b) and the definition of “Eligible Assignee”. XXXXXXX XXXXX BANK USA, 5 as Administrative Agent By: Name: Title: By: Name: Title: [ ],6 as Issuing Bank By: Name: Title: By: Name: Title: 5 To be completed to the extent consent is required under Section 10.04(b). 6 Reference to Issuing Bank (if any) required for an assignment of Tranche A Revolving Commitments.
Assigned Interest. Assignor[s] Assignee[s] Facility Assigned5 Aggregate Amount of Commitment / Loans for all Lenders6 Amount of Commitment / Loans Assigned Percentage Assigned of Commitment / Loans7 CUSIP Number $ $ % $ $ % $ $ %
Assigned Interest. Facility Assigned Aggregate Amount of Term Loans for all Lenders Amount of Term Loans Assigned Percentage Assigned of Term Loans1 [Term Loans] [Incremental Term Loans][Incremental Equivalent Debt] $ $ % $ $ % Effective Date: _____________, 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 1 Set forth, to at least 9 decimals, as a percentage of the Loans of all Lenders thereunder. The terms set forth in this Assignment are hereby agreed to: By: Name: Title: By: Name: Title: as Borrower By: Name: Title: ] To: Nomura Corporate Funding Americas, LLC, as Administrative Agent Ladies and Gentlemen: Reference is made to the Credit and Guaranty Agreement dated as of December [__], 2018 (as amended, restated, amended and restated, extended, supplemented or otherwise modified in writing from time to time, the “Agreement”; the terms defined therein being used herein as therein defined), among Lxxxxx Purchaser, Inc., a Delaware corporation (“Purchaser” and, prior to the consummation of the Acquisition, the “Borrower”), Lxxxxx Pool Products, Inc., a Delaware corporation (“LPP” and immediately upon consummation of the Acquisition, the “Borrower”), Lxxxxx International Manufacturing Corp., a Delaware corporation (“Holdings”), the other Subsidiaries of Holdings from time to time party thereto, the Lenders from time to time party thereto and Nomura Corporate Funding Americas, LLC (together with one or more sub-agents or designees), as Administrative Agent and L/C Issuer. The undersigned, a Responsible Officer of the Borrower, hereby certifies as of the date hereof that he/she is the _______________ of the Borrower, and that, as such, he/she is authorized to execute and deliver this Compliance Certificate to the Administrative Agent on behalf of the Borrower and its Restricted Subsidiaries, in such capacity and without any personal liability, and hereby certifies on behalf of the Borrower that as of the date hereof:
1. Attached hereto as Schedule 1 are the year-end audited financial statements required by Section 6.01(a) of the Agreement for the fiscal year of [Holdings] and its Subsidiaries ended as of the above date, together with the report and opinion of the independent certified public accountant required by such Section. Also attached hereto as Schedule 1 are [(i)] a management discussion and analysis of financial results with respect to such financial statements [and (ii) the relate...
Assigned Interest. Facility Assigned1 Aggregate Amount of Commitment/LC Exposure for all Banks Amount of Commitment/LC Exposure Assigned Percentage Assigned of Commitment/LC Exposure2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 1 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. "Revolving Commitment," "Term Loan Commitment," etc.). 2 Set forth, to at least 9 decimals, as a percentage of the Commitment/LC Exposure of all Banks thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: [NAME OF ASSIGNOR] By:______________________________ Name: Title: [NAME OF ASSIGNEE] By:______________________________ Name: Title: [Consented to and]3 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By_________________________________ Name: Title: [Consented to:]4 [NAME OF FRONTING ISSUING BANK] By________________________________ Name: Title: [Consented to:]5 LINCOLN NATIONAL CORPORATION By________________________________ Name: Title: 3 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.
Assigned Interest. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION
Assigned Interest. See Schedules attached hereto See Schedules attached hereto
Assigned Interest. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned2 Percentage Assigned of Commitment/Loans3 Revolving Credit $ $ %
