Assignment by Xxxxxxx. So long as no Event of Default or Servicer Event of Default has occurred and is continuing, no Lender may make any assignment, and no such assignment shall be permitted without the prior written consent of the Borrower, provided, that, so long as (unless an Event of Default or Servicer Event of Default has occurred and is continuing) such assignment does not result in the Agent holding less than 51% of the Commitments, the prior written consent of the Borrower shall not be required for any proposed assignment (i) to an Affiliate of such Lender, (ii) to a Conduit Lender, (iii) by a Conduit Lender to a Liquidity Bank, an Affiliate or its related Lender Agent pursuant to the terms of a Liquidity Agreement, or (iv) by any assignee of a Conduit purchaser contemplated by clause (iii) above back to such Conduit Lender or an Affiliate; provided that, if Société Générale makes an assignment in accordance with the above clauses (i), (ii), (iii) or (iv), Société Générale shall remain the applicable Lender for purposes of Section 17.2. Each Lender shall endorse the Notes to reflect any assignments made pursuant to this Article XV or otherwise. No party to this Agreement shall allow any interest in this Agreement, any Note or any participating interest therein to become (i) traded on an established securities market (as defined in Treasury Regulations Section 1.7704-1(b)) or (ii) readily tradable on a secondary market or the substantial equivalent thereof (as defined in Treasury Regulations Section 1.7704-1(c)), and no Person shall transfer, assign or participate any interest in this Agreement, any Note or any participating interest therein in any such established securities market or any such secondary market or the substantial equivalent thereof. Notwithstanding anything herein to the contrary so long as no Event of Default or Servicer Event of Default has occurred and is continuing, no assignment shall be made (A) to the Borrower or any of the Borrower’s Affiliates, (B) to any Defaulting Lender or any of its subsidiaries, or any Person who, upon becoming a Lender hereunder, would constitute any of the foregoing Persons described in this clause (B), (C) to a natural Person or to a holding company, investment vehicle or trust for, or owned and operated for the primary benefit of, a natural person or (D) any Competitor or any Person included in the Disqualified Investor List or any Affiliate thereof. For the avoidance of doubt, the Borrower will not be obligated to rei...
Assignment by Xxxxxxx. Xxxxxxx may not assign this Agreement or any part thereof; provided, however, that nothing herein shall preclude one or more beneficiaries of Xxxxxxx from receiving any amount that may be payable following occurrence of his legal incompetency or his death and shall not preclude the legal representative of his estate from receiving such amount or from assigning any right hereunder to the person or persons entitled thereto under his will or, in the case of intestacy, to the person or persons entitled thereto under the laws of the intestacy applicable to his estate.
Assignment by Xxxxxxx. Each 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), subject to any restrictions on such assignment set forth in the other Loan Documents. Each such Lender shall notify the Administrative Agent of such assignment and deliver to the Administrative Agent a copy of any assignment and assumption agreement entered into in connection thereto. Notwithstanding anything herein to the contrary, any pledge or assignment of all or a portion of the rights, or a security interest in such rights, of K2 HealthVentures LLC as a Lender made to an Affiliate of K2 HealthVentures LLC, shall only be made to K2 HealthVentures Equity Trust LLC.
Assignment by Xxxxxxx. So long as no Facility Termination Event or Investment Manager Event of Default has occurred and is continuing, no Lender may make any assignment, and no such assignment shall be permitted, other than any proposed assignment (i) to an Affiliate of such Lender, (ii) to another Lender hereunder or (iii) if (x) such Lender makes a reasonable determination that its ownership of any of its rights or obligations hereunder (and under other similar facilities (if any) held by such Lender) is prohibited by the Xxxxxxx Rule and (y) to the extent such Lender is permitted by the applicable documentation, such Lender is making commercially reasonable efforts to assign its interest in other similar facilities in a manner similar to such proposed assignment, to any Person other than a Competitor, without the prior written consent of the Borrower (which consent, if such assignment is to a Person other than a Competitor, shall not to be unreasonably withheld, delayed or conditioned). Each Lender shall endorse the Notes to reflect any assignments made pursuant to this Article XV or otherwise.
Assignment by Xxxxxxx. Any Lender may assign an interest in, or sell a participation interest in the Advance (or portion thereof) or its Commitment (or any portion thereof) pursuant to any one of the following clauses (a) through (e); provided that the Lenders shall not assign any interest in, or sell a participation in the Advance (or portion thereof) or its Commitment (or any portion thereof), to the Equityholder or any Affiliate of the Equityholder:
(a) to any Person, if an Unmatured Event of Default, Event of Default, Unmatured Servicer Default or Servicer Default has occurred and is continuing;
(b) to an Affiliate of such Lender;
(c) to another Lender;
(d) to any Person (which each Lender agrees to use reasonable efforts to make such assignment to a Person who is not a Competitor) if such Lender makes a determination that its ownership of any of its rights or obligations hereunder is prohibited by Applicable Law (including, without limitation, the Xxxxxxx Rule and GBSA); or
(e) to any Person with the prior written consent of the Borrower (such consent, if such assignment is to a Person other than a Competitor, not to be unreasonably withheld, delayed or conditioned); provided, that each Lender shall first offer to sell such interest(s) to (i) the Lender affiliated with the Facility Agent and, if such Lender does not accept such offer within 10 Business Day, then (ii) to each remaining Lender (pro rata) for a period of 10 Business Days prior to offering to any Person that is not an existing Lender. Each Lender shall endorse the Notes to reflect any assignments made pursuant to this Article XV or otherwise. The assigning Lender shall provide prompt notice of any assignment to the Facility Agent, the Collateral Agent, the Borrower and the Servicer.
Assignment by Xxxxxxx. So long as no Event of Default or Collateral Manager Event of Default has occurred and is continuing, no Lender may make any assignment, and no such assignment shall be permitted without the prior written consent of the Borrower, provided, that the prior written consent of the Borrower shall not be required for any proposed assignment (i) to an Affiliate of such Lender, (ii) to another Lender hereunder; (iii) by a Conduit Lender to a Liquidity Bank, an Affiliate or its related Lender Agent or to a third party pursuant to the terms of a Liquidity Agreement (but so long as no Event of Default exists, other than a Competitor), or (iv) by any assignee of a Conduit purchaser contemplated by clause (iii) above back to such Conduit Lender or an Affiliate; provided further that, in each case, except with the written consent of the Borrower so long as no Event of Default or Collateral Manager Event of Default has occurred and is continuing, such assignment does not result in the Agent holding less than 51% of the Commitments. Each Lender shall endorse the Notes to reflect any assignments made pursuant to this Article XV or otherwise. No party to this Agreement shall allow any interest in this Agreement, any Note or any participating interest therein to become (i) traded on an established securities market (as defined in Treasury Regulations Section 1.7704-1(b)) or (ii) readily tradable on a secondary market or the substantial equivalent thereof (as defined in Treasury Regulations Section 1.7704-1(c)), and no Person shall transfer, assign or participate any interest in this Agreement, any Note or any participating interest therein in any such established securities market or any such secondary market or the substantial equivalent thereof.
Assignment by Xxxxxxx xxx ------------------------- Xxxxxxx.xxx shall not assign or sublicense its rights under this Agreement to any other person, entity or affiliate without the prior written consent of GE, which consent shall not unreasonably be withheld or delayed. Notwithstanding the foregoing, Xxxxxxx.xxx may assign all of its rights and obligations hereunder in the case of (i) the sale of all or substantially all of the capital stock or assets of Xxxxxxx.xxx, or (ii) the merger of Xxxxxxx.xxx with and into another entity where the Xxxxxxx.xxx is not the surviving entity. GE hereby authorizes the foregoing assignments, provided that (a) such transfers or assignments are made pursuant to a written assignment and assumption agreement under which the transferee agrees to perform all of Xxxxxxx.xxx's obligations hereunder; and (b) Xxxxxxx.xxx may not transfer or assign its rights or obligations hereunder to any then-current competitor or customer of GE (or any affiliate, division, operating unit or subsidiary of such competitor or customer).
Assignment by Xxxxxxx. Each Lender may at any time assign to one or more Affiliates of such Lender or as otherwise permitted by subsection (a) above, 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), subject to any restrictions on such assignment set forth in the other Loan Documents. Each such Lender shall notify the Administrative Agent of such assignment and deliver to the Administrative Agent a copy of any assignment and assumption agreement entered into in connection thereto. Notwithstanding subsection (a) above, each Lender may at any time pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of such Lender. Notwithstanding anything herein to the contrary, any pledge or assignment of all or a portion of the rights, or a security interest in such rights, of K2 HealthVentures LLC as a Lender made to an Affiliate of K2 HealthVentures LLC, shall only be made to K2 HealthVentures Equity Trust LLC.
Assignment by Xxxxxxx. This Agreement, and any claims against Carrier arising directly or indirectly out of or in connection with this Agreement, may be assigned, in whole or in part, by Shipper only:
(a) (i) with the prior written consent of Carrier, which consent shall not be unreasonably withheld or delayed, and (ii) when the proposed assignee has provided to Carrier such Financial Assurances as Carrier may reasonably request in accordance with this Agreement or the Tariff, as applicable; or
(b) to its Affiliate, upon 30 days’ prior Notice to Carrier, provided that, until and unless the provisions of Section 10.4(a)(ii) are complied with, Shipper and its Affiliate shall remain jointly and severally liable for any and all obligations arising under or out of this Agreement. For greater certainty, it shall be reasonable for Carrier to withhold its consent pursuant to Section 10.4(a) based on any reasonable increased credit risk to Carrier associated with the proposed assignment, including factors such as the creditworthiness of the proposed assignee and the availability of comparable Financial Assurances (including in respect of enforceability, and in relation to the domicile of any guarantor) in respect of the proposed assignee, as compared to Shipper.
Assignment by Xxxxxxx. Xxxxxxx may assign this Agreement and/or any rights arising hereunder without restriction to:
(a) an Affiliate of Carrier; or
(b) any other Person:
(i) upon the merger, amalgamation, consolidation or reorganization of Carrier with such Person; or
(ii) in connection with the sale of all or substantially all of the assets of Carrier to such Person, provided that:
1) for any assignment prior to the Commencement Date, the rating given to such assignee’s senior unsecured long term debt, excluding any third party enhancement, is not lower than any of the following at the time of such assignment: (A) “BBB-” from Standard & Poor’s, a division of The McGraw Hill Companies Inc. (including its successors), and (B) “Baa3” from Xxxxx’x Investors Services Inc. (including its successors), or
