Assignment by Xxxxxx. This Guaranty is assignable by Lender in whole or in part in conjunction with any assignment of the Note or portions thereof, and any assignment hereof or any transfer or assignment of the Note or portions thereof by Lender shall operate to vest in any such assignee the rights and powers, in whole or in part, as appropriate, herein conferred upon and granted to Lender.
Assignment by Xxxxxx. To the extent necessary, Parent hereby assigns, or shall cause an applicable member of the Parent Group to assign, to SpinCo or another member of the SpinCo Group, as designated by SpinCo, all Individual Agreements, with such assignment to be effective as of no later than the Effective Time; provided, however, that to the extent that assignment of any such Individual Agreement is not permitted by the terms of such agreement or by applicable Law, effective as of the Effective Time, each member of the SpinCo Group shall be considered to be a successor to each member of the Parent Group for purposes of, and a third-party beneficiary with respect to, such Individual Agreement, such that each member of the SpinCo Group shall enjoy all the rights and benefits under such agreement (including rights and benefits as a third-party beneficiary).
Assignment by Xxxxxx. Vendor may not assign this MSA, including by operation of law or in the event of a change of control, without the consent of USAC which may be granted or withheld in USAC’s sole discretion. Vendor will request such consent in writing and in such request shall include the identity and qualifications of the proposed assignee and documentation that the proposed assignee has a demonstrated history of providing excellent services within such scope and no irremediable conflicts.
Assignment by Xxxxxx. Any Lender 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:
(a) if an Event of Default has occurred and is continuing or in the case of an assignment of the entire remaining amount of the assigning Xxxxxx’s Commitment and the Loans at the time owing to it or in the case of an assignment to a Lender or an Affiliate of a Lender or an Approved Fund with respect to a Lender, the aggregate amount of the Commitment being assigned (which for this purpose includes Loans outstanding thereunder) or, if the applicable Commitment is not then in effect, the principal outstanding balance of the Loan of the assigning Lender subject to each such assignment (determined as of the date the Assignment and Assumption with respect to such assignment is delivered to the Agent or, if “Trade Date” is specified in the Assignment and Assumption, as of the Trade Date) will not be less than $5,000,000 and, in the case of a partial assignment, the assigning Xxxxxx’s Commitment hereunder following such partial assignment will not be less than $5,000,000, in each case unless each of the Agent and, so long as no Default or Event of Default has occurred and is continuing, the Borrowers otherwise consent to a lower amount (each such consent not to be unseasonably withheld or delayed)
(b) each partial assignment will be made as an assignment of a proportionate part of all the assigning Xxxxxx’s rights and obligations under this Agreement with respect to the Loan or the Commitment assigned; except that this Section 18.02(b) will not - 108 - prohibit any Lender from assigning all or a portion of its rights and obligations among separate credits on a non pro rata basis;
(c) any assignment must be approved by the Agent (such approval not to be unreasonably withheld or delayed) unless the proposed assignee is itself already a Lender with the same type of Commitment;
(d) any assignment must be approved by the Borrowers (such approval not to be unreasonably withheld or delayed) unless the proposed assignee is itself already a Lender with the same type of Commitment or a Default or Event of Default has occurred and is continuing; and
(e) the parties to each assignment will execute and deliver to the Agent an Assignment and Assumption; together with a processing and recordation fee in an amount of $5,000;
(f) where requested b...
Assignment by Xxxxxx. In connection with the assignment or transfer of an interest in the Loan, Lender may from time to time, without notice to any Guarantor, assign or transfer any interest in any of the Liabilities by loan participation or otherwise, and notwithstanding such assignment or transfer, such Liabilities will remain Liabilities for purposes of this Guaranty and each assignee or transferee of any interest in any of the Liabilities and this Guaranty will, to the extent of such interest, be entitled to the benefits of this Guaranty to the same extent as if such assignee or transferee were Lender.
Assignment by Xxxxxx. Subject to the terms of Section 18.8 of the Credit Agreement, this Guaranty is assignable by Lender in whole or in part in conjunction with any assignment of the Note or portions thereof, and any such assignment hereof or any transfer or assignment of the Note or portions thereof by Lender shall operate to vest in any such assignee the rights and powers, in whole or in part, as appropriate, herein conferred upon and granted to Lender.
Assignment by Xxxxxx. Atmail may assign, transfer, novate, dispose of, declare a trust over or otherwise create an interest in its rights (or any part thereof) under this agreement at any time and the Customer hereby consents to Atmail transferring, disclosing or otherwise dealing with the Customer and its End User’s Personal Information and User Content for the purpose of effecting the assignment, novation or other transfer of rights under this clause.
Assignment by Xxxxxx. The Vendor may, at its discretion, assign or novate its interest in this deed without the consent of the Purchaser. The Purchaser must execute any document reasonably required to give effect to this clause.
Assignment by Xxxxxx. The Lessee agrees not to sell, assign, lease, sublease, pledge or otherwise encumber or suffer a lien or encumbrance upon or against any interest in this Agreement or the Equipment (except for the lien and security interest of the Lessor therein) without the Lessor’s prior written consent which shall not be unreasonably withheld. The Lessee's interest herein may not be assigned or transferred by operation of law.
Assignment by Xxxxxx. No assignment of Xxxxx’s interest under this Agreement and no assignment of rights in real 167 property obtained for Buyer pursuant to this Agreement shall operate to defeat any of Brokerage’s rights under this Agreement.