Assignment by the Lenders. The Finance Parties and the Borrower acknowledge and agree that the Lenders may, at any time assign, transfer or otherwise dispose of, or offer or grant any interest in, the whole or any part of their participations in the Loans, their Tranche Commitments or any of their respective rights under this Agreement:
(a) so long as, and to the extent that any such Lender (the Existing Lender) assigns, transfers or otherwise disposes of any interest or rights, the assignee or transferee (the New Lender) provides a satisfactory Certificate of Transfer Undertaking (as conclusively determined by the Facility Agent) to the Administrative Agents, the Lenders and the Borrower that it shall be bound by the terms and conditions of this Agreement and the other Finance Documents and shall be under the same obligations (matching the rights assigned or transferred) towards the Facility Agent, the Lenders and the Borrower as it would have been under if it had originally been a Party to this Agreement;
(b) provided that the Finance Parties and the Borrower shall not be obliged to recognise the New Lender as having rights against any of them until such satisfactory Certificate of Transfer Undertaking referred to in paragraph (a) is obtained from the New Lender whereupon the Existing Lender shall be relieved of those obligations corresponding to the rights so assigned or transferred;
(c) provided that a Lender may only transfer, assign or otherwise dispose of, or offer or grant any interest in, the whole or any part of its participation in the Loans, its Tranche Commitments or any of its rights under this Agreement:
(i) with the Borrower’s prior written consent; or
(ii) with prior written notice to the Borrower, if (A) such transfer, disposal, offer or grant is required by law or by the direction of the Qatar Central Bank or other applicable authority of the State of Qatar and is to a bank or financial institution established in, and with its principal place of business in, Qatar; (B) an Event of Default is continuing; or (C) such transfer or assignment is to another Lender or an Affiliate of a Lender; and
(d) provided that the consent of the Borrower to an assignment or transfer by a Lender (if required) must not be unreasonably withheld or delayed. The Borrower shall be deemed to have given its consent to any request for such assignment or transfer ten (10) Business Days after the Borrower is given notice of such request unless consent is expressly refused by the Borrower withi...
Assignment by the Lenders. Each Lender will have the right to sell or assign in minimum portions of Cdn. $2,000,000 (with such Lender, where such sale or assignment is not of all of such Lender’s Individual Revolving Loan Commitment Amount retaining an Individual Revolving Loan Commitment Amount of at least Cdn. $2,000,000 such Lender’s Individual Revolving Loan Commitment Amount to one or more Domestic Lenders acceptable to the Borrower and the Agent provided that at and after the time of the assignment, the Borrower will not be under any obligation to pay by way of withholding tax or otherwise any greater amount than it would have been obliged to pay if the Lender had not made an assignment. An assignment fee of $3,500 for each such assignment (other than to an Affiliate of a Lender) will be payable to the Agent by the assigning Lender. In the event of such sale or assignment, the Borrower, the Agent and the other Lenders will execute and deliver all such agreements, documents and instruments as the Agent or Lender may reasonably request to effect and recognize such sale or assignment, including an Instrument of Adhesion. Notwithstanding the foregoing, no consent of the Borrower or the Agent will be required if an assignment occurs during a Default or Event of Default which is continuing.
Assignment by the Lenders. The Lenders may at any time assign or otherwise transfer all or any portion of their rights and obligations as Lenders under this Agreement, the Purchase Agreement and the other Collateral Documents (including, without limitation, the Indebtedness) to any other Person, to the extent permitted by, and upon the conditions contained in, the Purchase Agreement and such Person shall thereupon become vested with all the benefits and obligations thereof granted to the Lenders herein or otherwise.
Assignment by the Lenders. No Lender shall assign or transfer any of its rights or obligations under any of the Loan Documents (i) without the prior written consent of DRC, which shall not be unreasonably withheld or delayed, and (ii) in amounts of less than $5,000,000 unless such Lender assigns its entire remaining interest under the Loan Documents; provided, however, that any Lender may, at any time and from time to time, sell, transfer, assign or otherwise grant an interest in any Loan to a Subsidiary or any Affiliate of such Lender or to a Federal Reserve Bank of the United States; and provided, further, that upon the occurrence and during the continuance of an Event of Default, no consent of DRC shall be required to any assignment.
Assignment by the Lenders requirements
Assignment by the Lenders. Any Lender may assign all or a portion of the Loans and of its rights, duties and obligations under this Agreement (including all or a portion of the Commitment) and the other Loan Documents to any other Person without the prior written consent of the Borrower, provided that (i) the aggregate outstanding principal amount of the Loans (or the Commitment) subject to any such assignment shall be $5,000,000 or a whole multiple thereof, unless such assignment is of such Lender's entire interest and (ii) as long as no Default of the type described in clauses (i) or (ii) of Section 7.01 or Event of Default of the type described in clause (f) of Section 7.01 shall have occurred and be continuing at such time, no such assignment shall be made to any Person other than an Eligible Assignee without the Borrower's prior written consent. Upon execution and delivery by the assignee to the Borrower of an instrument in writing pursuant to which such assignee agrees to become a "Lender" hereunder and Borrower's consent, if applicable, the assignee shall have the obligations, rights and benefits hereunder of the assigning Lender in respect of the Commitment (or portion thereof) and Loan(s) theretofore held by such Lender, and the assigning Lender shall be released from the Commitment (or portion thereof) so assigned. For purposes of this Section 10.04(b), the term "ELIGIBLE ASSIGNEE" means (A) a Lender or any Affiliate thereof, (B) any bank, trust company, savings and loan association or other financial institution, any pension plan, any investment company, any insurance company or similar financial institution or entity organized under the laws of (x) the United States, or any state thereof, or (y) any other country which is a member of the OECD, or a political subdivision of any such country, provided that such bank is acting through a branch or agency located either in the country in which it is organized, another country which is also an OECD member or the Cayman Islands and (C) any Person (other than a natural person) that is or will be engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit and has assets under management of at least $500,000,000. "ELIGIBLE ASSIGNEE" shall not include a competitor of the Borrower.
Assignment by the Lenders. Subject to the consent of the Borrower (such consent may not be unreasonably withheld or delayed), the Lenders may sell or assign all of its rights and obligations under the Documents, provided however that at and after the time of the assignment the Borrower will not be under any obligation to pay by way of withholding tax or otherwise any greater amount than it would have been obliged to pay if the Lenders had not made an assignment. In the event of any such assignment, the Borrower and the Lenders will execute and deliver all such agreements, documents and instruments as the Lenders may reasonably request to effect and recognize such assignment.
Assignment by the Lenders. Any Tranche A Lender or Tranche B Lender may, without the consent of any Obligor, sell, assign or transfer all or part of its rights and obligations under, this Participation Agreement and the other Operative Documents to (x) any other Tranche A Lender or Tranche B Lender, as applicable, or (y) any Affiliate of any Tranche A Lender or Tranche B Lender, as applicable, that is a Qualified Financial Institution, or (z) any other Qualified Financial Institution. The parties to each such assignment shall execute and deliver to the Administrative Agent, for its acceptance and recording in the Note Register, an assignment in substantially the form of Exhibit E (an "Assignment of Notes"), together with a processing and recordation fee of $3,000. Upon its receipt of an Assignment of Notes executed by an assigning Lender and by an assignee who is a Qualified Financial Institution, together with the applicable processing and recordation fee, the Administrative Agent shall (i) accept such Assignment of Notes, (ii) record the information contained therein in the Note Register, (iii) give prompt notice thereof to the Lessee and the Lessor, and (iv) within five (5) Business Days after its receipt of such notice, the Lessor, at its own expense, shall execute and deliver to the assignee in exchange for the surrendered Tranche A Notes and Tranche B Notes a new Tranche A Note and Tranche B Note, respectively, to the order of such assignee in an aggregate principal amount equal to the aggregate principal amount of such surrendered Tranche A Notes and Tranche B Notes, which shall be dated the effective date of such Assignment of Notes. The Administrative Agent shall maintain at its address a copy of each Assignment of Notes delivered to and accepted by it in the Note Register. The entries in the Note Register shall be conclusive and binding for all purposes, absent manifest error, and the Lessee, the Lessor, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Note Register as a Tranche A Lender and/or a Tranche B Lender hereunder for all purposes of this Participation Agreement. The Note Register shall be available for inspection by the Lessee, the Lessor, the Lenders, the Administrative Agent, or the Collateral Agent at any reasonable time and from time to time upon reasonable prior notice.
Assignment by the Lenders. The Lenders may assign the whole or any part of their respective rights or obligations under this Agreement to any subsidiary or holding company thereof or, with the consent of the Borrower, to any other bank or financial institution whatsoever, with such consent not to be unreasonably withheld; provided that such assignment shall not give rise to liability under Section 12.1 or Section 12.2; provided further that no assignment of a Lender’s rights to payment of principal, stated interest, or other rights hereunder shall be effective unless and until properly recorded in the Register under Section 11.4.
Assignment by the Lenders. (a) None of the Lenders may assign, grant a participation or sub-participation, pledge or grant a security interest or hypothec or in any other way dispose of its interests, rights and obligations under this Agreement or in the Term Facility or any part thereof (any such event being referred to as a “Transfer”) without the prior written consent of the other Lenders.
(b) Notwithstanding Section 13.3(a):
(i) BDC may Transfer all or any part of its Commitment or Borrowings to a Wholly-Owned Subsidiary of Her Majesty the Queen in Right of Canada without the consent of the other Lenders, provided that the Wholly-Owned Subsidiary will enter into an agreement with the other parties agreeing to perform the obligations of the transferring party under this Agreement in form and substance satisfactory to the other parties;
(ii) Every other Lender may Transfer all or any part of its Commitment or Borrowings to an Affiliate without the consent of the other Lenders, provided that the Affiliate will enter into an agreement with the other parties agreeing to perform the obligations of the transferring party under this Agreement in form and substance satisfactory to the other parties; and
(iii) Each transferring party and transferee will forthwith (A) provide written notice to the Agent of the applicable Transfer together with a copy of the agreement effecting such Transfer and such administrative details as may be requested by the Agent, and (B) pay to the Agent a processing and recordation fee of $3,500 for each Transfer (which fee may be waived or reduced in the Agent’s discretion).
