Common use of Assignment; Participations Clause in Contracts

Assignment; Participations. This Agreement shall be binding upon, and shall inure to the benefit of, the Debtors and the Agent, the Lenders and their respective successors and assigns, except that no Debtor may assign or transfer any of its rights or obligations hereunder without the prior written consent of the Agent and the Required Lenders (and any such assignment or transfer without such consent shall be null and void). Without limiting the generality of the foregoing, the each of the Lenders may assign or transfer all or any portion of its rights and obligations under any Facility Document, under the terms of this Agreement to the extent provided in and subject to the terms of the Credit Agreement, to any other Person, and such other Person shall thereupon become vested with all of the rights and obligations in respect thereof granted to the such Lender herein or otherwise. Without limiting the generality of the foregoing, the Debtors hereby acknowledge that the any Lender may sell, grant or assign participation interest(s) in the Notes and in the such Lender's rights and obligations in respect of the Facility Documents, including, without limitation, this Agreement, on the terms and conditions set forth in the Credit Agreement. In the event that any Lender shall sell, grant or assign such participation interest(s), (a) such Lender may, in its sole discretion, disclose financial and other information to prospective participant(s) with respect to the Debtors, (b) the Debtors shall cooperate with such Lender in connection with any such participation and shall execute any and all documents which may be necessary or desirable, in such Lender's or such participant's judgment, to effectuate any such participation(s), and (c) each representation and agreement made by the Debtors in this Agreement and the other Facility Documents shall run to the benefit of such participant(s).

Appears in 1 contract

Samples: Security Agreement (Cross Media Marketing Corp)

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Assignment; Participations. This Agreement shall be binding upon, and shall inure to the benefit of, the Debtors and the Agent, the Lenders Lender and their respective successors and assigns, and except that as otherwise provided in the Facility Documents, no Debtor may assign or transfer any of its rights or obligations hereunder without the prior written consent of the Agent and the Required Lenders (and any such assignment or transfer without such consent shall be null and void)Lender. Without limiting the generality of the foregoing, the each of the Lenders Lender may assign or transfer all or any portion of its rights and obligations under any Facility Document, under the terms of this Agreement to the extent provided in and subject to the terms of the Credit Agreement, to any other Person, and such other Person shall thereupon become vested with all of the rights and obligations in respect thereof granted to the such Lender herein or otherwiseherein. Without limiting the generality of the foregoing, the Debtors hereby acknowledge that the any Lender may sell, grant or assign participation interest(s) in the Notes Note and in the such Lender's rights and obligations in respect of the Facility Documents, including, without limitation, this Agreement, on the terms and conditions set forth in the Credit Agreement. In the event that any the Lender shall sell, grant or assign such participation interest(s), subject to the provisions of the Credit Agreement (a) such the Lender may, in its sole discretion, disclose financial and other information to prospective participant(s) with respect to the Debtors, (b) the Debtors shall cooperate with such the Lender in connection with any such participation and shall execute any and all documents which may be necessary or desirable, in such the Lender's or such participant's judgment, to effectuate any such participation(s), and (c) each representation and agreement made by the Debtors in this Agreement and the other Facility Documents to which it is a party shall run to the benefit of such participant(s).

Appears in 1 contract

Samples: Security Agreement (Kroll Inc)

Assignment; Participations. This Agreement shall be binding upon, and shall inure to the benefit of, the Debtors and the AgentPledgor, the Lenders Agent and their respective successors and assigns, except that no Debtor the Pledgor may not assign or transfer any of its rights or obligations hereunder without the prior written consent of the Agent and the Required Lenders (and any such assignment or transfer without such consent shall be null and void). Without limiting the generality of the foregoing, the each of the Lenders may assign or transfer all or any portion of its rights and obligations under any Facility Document, under the terms of including without limitation this Agreement Agreement, to the extent provided in and subject to the terms of the Credit Agreement, to any other Person, and such other Person shall thereupon become vested with all of the rights and obligations in respect thereof granted to the such Lender herein or otherwise. Without limiting the generality of the foregoing, the Debtors Pledgor hereby acknowledge acknowledges that the any Lender may sell, grant or assign participation interest(s) in the Notes and in the such Lender's rights and obligations in respect of the Facility Documents, including, including without limitation, limitation this Agreement, on the terms and conditions set forth in the Credit Agreement. In the event that any Lender shall sell, grant or assign such participation interest(s), (ai) such Lender may, in its sole discretion, disclose financial and other information to prospective participant(s) with respect to the DebtorsPledgor, (bii) the Debtors Pledgor shall cooperate with such Lender in connection with any such participation and shall execute any and all documents which may be necessary or desirable, in such Lender's or such participant's judgment, to effectuate any such participation(s), and (ciii) each representation and agreement made by the Debtors Pledgor in this Agreement and the other Facility Documents shall run to the benefit of such participant(s).

Appears in 1 contract

Samples: Pledge Agreement (Cross Media Marketing Corp)

Assignment; Participations. This Agreement shall be binding upon, and shall inure to the benefit of, the Debtors Loan Parties and the Agent, the Lenders Servicer and their respective successors and assigns, and except that as otherwise provided in the Transaction Documents, no Debtor Loan Party may assign or transfer any of its rights or obligations hereunder without the prior written consent of the Agent and the Required Lenders Servicer (and any such assignment or transfer without such consent shall be null and void). .) Without limiting the generality of the foregoing, subject to the each of Subordinated Agreement, the Lenders Servicer may assign or transfer all or any portion of its rights and obligations under any Facility Transaction Document, under the terms of this Agreement to the extent provided in and subject to the terms of the Credit Amended and Restated Note and Warrant Purchase Agreement, to any other Person, and such other Person shall thereupon become vested with all of the rights and obligations in respect thereof thereof, including, without limitation, with respect to the Collateral, granted to the such Lender herein or otherwiseServicer herein. Without limiting the generality of the foregoing, the Debtors Loan Parties hereby acknowledge that the any Lender Servicer may sell, grant or assign assign, participation interest(s) in the Notes and in the such LenderServicer's rights and obligations in respect of the Facility Transaction Documents, including, without limitation, this Agreement, on the terms and conditions set forth in the Credit Amended and Restated Note and Warrant Purchase Agreement. In the event that any Lender the Servicer shall sell, grant or assign such participation interest(s), subject to the provisions of the Amended and Restated Note and Warrant Purchase Agreement (a) such Lender the Servicer may, in its sole discretion, disclose financial and other information to prospective participant(s) with respect to the DebtorsLoan Parties, (b) the Debtors Loan Parties shall cooperate with such Lender the Servicer in connection with any such participation and shall execute any and all documents which may be necessary or desirable, in such Lenderthe Servicer's or such participant's judgment, to effectuate any such participation(s), and (c) each representation and agreement made by the Debtors Loan Parties in this Agreement and the other Facility Transaction Documents to which it is a party shall run to the benefit of such participant(s).

Appears in 1 contract

Samples: Security Agreement (Dover Saddlery Inc)

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Assignment; Participations. This Agreement Guaranty shall be binding upon, and shall inure to the benefit of, the Debtors each Guarantor and the Agent, the Lenders Lender and their respective successors and assigns, and, except that as permitted in the Facility Documents, no Debtor Guarantor may assign or transfer any of its rights or obligations hereunder without the prior written consent of the Agent and the Required Lenders (and any such assignment or transfer without such consent shall be null and void)Lender. Without limiting the generality of the foregoing, the each of the Lenders Lender may assign or transfer all or any portion of its rights and obligations under any Facility Document, under the terms of including without limitation this Agreement Guaranty, to the extent provided in and subject to the terms of the Credit Agreement, to any other Person, and such other Person shall thereupon become vested with all of the rights and obligations in respect thereof granted to the such Lender herein or otherwise. Without limiting the generality of the foregoing, the Debtors each Guarantor hereby acknowledge acknowledges that the any Lender may sell, grant or assign participation interest(s) in the Notes Note and in the such Lender's rights and obligations in respect of the Facility Documents, including, including without limitation, limitation this AgreementGuaranty, on the terms and conditions set forth in the Credit Agreement. In the event that any Lender shall sell, grant or assign such participation interest(s), (ai) such subject to Section 12.13 of the Credit Agreement, Lender may, in its sole discretion, disclose financial and other information to prospective participant(s) with respect to the Debtorsa Guarantor, (bii) the Debtors such Guarantor shall reasonably cooperate with such the Lender in connection with any such participation and shall execute any and all documents which may be necessary or desirable, in such Lender's or such participant's judgment, to effectuate any such participation(s), and (ciii) each representation representation, warranty and agreement made by the Debtors each Guarantor in this Agreement Guaranty and the other Facility Documents to which it is a party shall run to the benefit of such participant(s).

Appears in 1 contract

Samples: Guaranty (Kroll Inc)

Assignment; Participations. This Agreement shall be binding upon, and shall inure to the benefit of, the Debtors and the AgentPledgors, the Lenders Lender and their respective successors and assigns, and, except that as otherwise provided in the Facility Documents, no Debtor Pledgor may assign or transfer any of its rights or obligations hereunder without the prior written consent of the Agent and the Required Lenders (and any such assignment or transfer without such consent shall be null and void)Lender. Without limiting the generality of the foregoing, the each of the Lenders Lender may assign or transfer all or any portion of its rights and obligations under any Facility Document, under the terms of including without limitation this Agreement Agreement, to the extent provided in and subject to the terms of the Credit Agreement, to any other Person, and such other Person shall thereupon become vested with all of the rights and obligations in respect thereof granted to the such Lender herein or otherwiseherein. Without limiting the generality of the foregoing, the Debtors each Pledgor hereby acknowledge acknowledges that the any Lender may sell, grant or assign participation interest(s) in the Notes Revolving Credit Note and in the such Lender's rights and obligations in respect of the Facility Documents, including, including without limitation, limitation this Agreement, on the terms and conditions set forth in the Credit Agreement. In the event that any Lender shall sell, grant or assign such participation interest(s), subject to the provisions of the Credit Agreement, (ai) such Lender may, in its sole discretion, disclose financial and other information to prospective participant(s) with respect to the DebtorsPledgors, (bii) the Debtors each Pledgor shall cooperate with such Lender in connection with any such participation and shall execute any and all documents which may be necessary or desirable, in such Lender's or such participant's judgment, to effectuate any such participation(s), and (ciii) each representation and agreement made by the Debtors Pledgors in this Agreement and the other Facility Documents to which it is a party shall run to the benefit of such participant(s).

Appears in 1 contract

Samples: Pledge Agreement (Kroll Inc)

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