Assignment of Commitments. If a Lender becomes a Defaulting Lender, such Defaulting Lender may be replaced as provided in Section 11.14.
Assignment of Commitments. Notwithstanding anything in the Existing Credit Agreement to the contrary, the Existing Banks shall be permitted to assign all or any portion of their respective Commitments (and all Existing Credit Agreement Obligations then owing to them) without the consent of Borrower.
Assignment of Commitments. SECTION 1.1. Effective as of the date hereof upon the receipt by the Administrative Agent of (a) executed counterparts of this Agreement duly executed and delivered by (i) the Assigning Lender, (ii) each Assignee Lender, (iii) the Administrative Agent, (iv) the Borrower and (v) each Issuing Bank, (b) a processing and recordation fee of $3,500 and (c) an Administrative Questionnaire in which Sumitomo Mitsui Banking Corporation designates one or more credit contacts to whom all syndicate- level information (which may contain material non-public information about the Borrower and its 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, for an agreed consideration, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, the Assigning Lender hereby irrevocably sells and assigns to each Assignee Lender, and each Assignee Lender hereby irrevocably purchases and assumes from the Assigning Lender (i) all of the Assigning Lender’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of the Assigning Lender under the Credit Agreement (including the Assigned Commitments) and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assigning Lender (in its capacity as a Lender) against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (i) above: Rights and Obligations Transferred from Assigning Lender to Royal Bank of Canada: Revolving Commitment: $200,000,000.00 Letter of Credit Issuer Sublimit: $142,857,000.00 Rights and Obligations Transferred from Assigning Lender to Sumitomo Mitsui Banking Corporation: Revolving Commitment: $50,000,000.00 Such sale and assignment is without ...
Assignment of Commitments. On the Fourth Amendment Effective Date, The Royal Bank of Scotland PLC will assign $14,000,000 of its Revolving Commitments and Revolving Extensions of Credit to Mxxxxx Sxxxxxx Bank, N.A. pursuant to the terms, provisions and representations of an Assignment and Assumption attached as Exhibit F to the Amended Credit Agreement and each of the Administrative Agent and the Company hereby consents to such assignment. The Revolving Commitments of each of Societe Generale, Royal Bank of Canada, Wxxxx Fargo Bank, National Association and Deutsche Bank AG New York Branch will be reduced by the Company in the amount of $6,500,000 on the Fourth Amendment Effective Date in accordance with Section 2.7 of the Existing Credit Agreement. The Company, the Administrative Agent and each Lender party to this Fourth Amendment hereby consents and agrees to such reduction. Certain Lenders have agreed to increase their Revolving Commitments on the Fourth Amendment Effective Date and each of the Company, the Administrative Agent, such Lenders and the Required Lenders hereby consents and agrees to such increase. On the Fourth Amendment Effective Date, the Revolving Percentage and Total Revolving Commitments of each Lender as increased or decreased pursuant to the foregoing shall be as set forth on Schedule 1.1A of the Amended Credit Agreement.
Assignment of Commitments. After giving effect to Section 2(a) above, (i) the Assignor hereby transfers, assigns and delegates to Fifth Third, without recourse, representation or warranty, and Fifth Third hereby irrevocably takes, accepts and assumes from the Assignor, a portion of the Commitment of the Assignor under the Agreement on Assignment Payment Date in the amount set forth on Annex IV hereto (such amount, the “Assigned PrivateBank/Fifth Third Commitment”) and all related rights and obligations under the Agreement and under each of the other Transaction Documents with respect thereto, (ii) the Assignor hereby transfers, assigns and delegates to Huntington, without recourse, representation or warranty, and Huntington hereby irrevocably takes, accepts and assumes from the Assignor, a portion of the Commitment of the Assignor under the Agreement on the Assignment Payment Date in the amount set forth on Annex IV hereto (such amount, the “Assigned PrivateBank/Huntington Commitment”) and all related rights and obligations under the Agreement and under each of the other Transaction Documents with respect thereto and (iii) the Assignor hereby transfers, assigns and delegates to U.S. Bank, without recourse, representation or warranty, and U.S. Bank hereby irrevocably takes, accepts and assumes from the Assignor, a portion of the Commitment of the Assignor under the Agreement on the Assignment Payment Date in the amount set forth on Annex IV hereto (such amount, the “Assigned PrivateBank/U.S. Bank Commitment”; together with the Assigned PrivateBank/Fifth Third Commitment and the Assigned PrivateBank/Huntington Commitment, collectively, the “Assigned Commitments”) and all related rights and obligations under the Agreement and under each of the other Transaction Documents with respect thereto. Upon the transfer, assignment and delegation of the Assigned Commitments, each of the parties hereto releases Assignor from its obligations under the Agreement and under each of the other Transaction Documents, in each case solely with respect to the Assigned Commitments. As of the Effective Time (and after giving effect to the Assigned Commitments), the Commitments of each Related Committed Purchaser shall be as set forth on Schedule VI hereto.
Assignment of Commitments. (a) Each party hereto acknowledges and agrees that, on the Amendment No. 5 Effective Date and immediately prior to giving effect to this Amendment, (x) for agreed consideration, ING has irrevocably sold and assigned to CIBC Bank USA (“CIBC”), and CIBC has irrevocably purchased and assumed from ING, (i) all of ING’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to ING’s Multicurrency Commitments in an aggregate principal amount equal to $15,000,000 and (ii) to the extent permitted to be assigned under applicable law and related to the foregoing clause (i), all claims, suits, causes of action and any other right of ING (in its capacity as a Lender) against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including contract claims, tort claims, malpractice claims, statutory claims and all claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (i) above (the rights and obligations sold and assigned pursuant to clauses (i) and (ii) above being referred to herein collectively as the “Assigned Interest”) and (y) for all purposes of the Credit Agreement and the Loan Documents, immediately upon the assumption by CIBC of the Assigned Interest, the Multicurrency Commitments in an aggregate principal amount of $15,000,000 assigned by ING to CIBC shall become Dollar Commitments in an aggregate principal amount of $15,000,000 of CIBC. Such sale and assignment is without recourse to ING and, except as expressly provided in this Section 2.12, without representation or warranty by ING.
