ASSIGNMENTS AND ASSUMPTIONS. The Existing Lenders hereby sell and assign, without recourse, to the New Lenders, and the New Lenders hereby purchase and assume, without recourse, from the Existing Lenders, effective as of the Amendment No. 1 Effective Date, such interests in the Existing Lenders' rights and obligations under the Existing Credit Agreement (including, without limitation, the Commitments of the Existing Lenders on the Amendment No. 1 Effective Date and the Revolving Loans and LOC Obligations which are outstanding on the Amendment No. 1 Effective Date) as shall be necessary in order to give effect to the reallocations of the Revolving Committed Amounts and Revolving Commitment Percentages effected by the amendment to Schedule 2.1(a) to the Existing Credit Agreement pursuant to Subpart 2.24. Each of the Existing Lenders and the New Lenders hereby makes and agrees to be bound by all the representations, warranties and agreements set forth in Section 11.3(b) of the Existing Credit Agreement (as amended hereby). From and after the Amendment No. 1 Effective Date (i) each of the New Lenders shall be a party to and be bound by the provisions of the Existing Credit Agreement (as amended hereby) and, to the extent of the interests assigned hereby, have the rights and obligations of a Lender thereunder and under the other Credit Documents and (ii) each of the Existing Lenders shall, to the extent of the interests assigned or terminated hereby, relinquish its rights and be released from its obligations under the Existing Credit Agreement. The Agent hereby agrees that no transfer fee shall be payable under Section 11.3(b) of the Existing Credit Agreement or otherwise in connection with the assignments effected pursuant to this Part III.
ASSIGNMENTS AND ASSUMPTIONS. (a) Except as provided herein, each Revolving Credit Lender (in this Section 17.1(a), an "ASSIGNING REVOLVING CREDIT LENDER") may assign to one or more Eligible Assignees (in this Section 17.1(a), each an "ASSIGNEE REVOLVING CREDIT LENDER") all or a portion of that Revolving Credit Lender's interests, rights and obligations under this Agreement and the Loan Documents (including all or a portion of its Revolving Credit Dollar Commitment) and the same portion of the Revolving Credit Loans at the time owing to it, and of the Revolving Credit Note held by the Assigning Revolving Credit Lender, provided that:
ASSIGNMENTS AND ASSUMPTIONS. (a) Except as provided herein, each Revolving Credit Lender (in this Section 16-1(a), an “Assigning Revolving Credit Lender”) may assign to one or more Eligible Assignees (in this Section 16-1(a), each an “Assignee Revolving Credit Lender”) all or a portion of that Revolving Credit Lender’s interests, rights and obligations under this Agreement and the Loan Documents (including all or a portion of its Commitment) and the same portion of the Revolving Credit Loans at the time owing to it, and of the Revolving Credit Note held by the Assigning Revolving Credit Lender, provided that:
ASSIGNMENTS AND ASSUMPTIONS. (a) The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to one or more Eligible Assignees (in this Section 16.1(a), each an “Assignee Lender”) in accordance with the provisions of subsection (c) of this Section, (ii) by way of participation in accordance with the provisions of Section 16.3, (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 16.5, or (iv) to an SPC in accordance with the provisions of Section 16.7.
ASSIGNMENTS AND ASSUMPTIONS. At Closing, Sellers shall sell, transfer, convey and assign to Buyers, and Buyers shall purchase, receive and assume from Sellers, all of Sellers’ rights, title to, interests in and liabilities and obligations in connection with the Producing Properties, effective as of the Effective Date.
ASSIGNMENTS AND ASSUMPTIONS. Except as provided herein, each Revolving Credit Lender (in this Section 16.1, an “Assigning Revolving Credit Lender”) may assign to one or more Eligible Assignees (in this Section 16.1, each an “Assignee Revolving Credit Lender”) all or a portion of that Revolving Credit Lender’s interests, rights and obligations under this Agreement and the Loan Documents (including all or a portion of its Revolving Credit Dollar Commitment) and the same portion of the Revolving Credit Loans at the time owing to it, and of the Revolving Credit Note held by the Assigning Revolving Credit Lender, provided that:
ASSIGNMENTS AND ASSUMPTIONS. Except as provided herein, each Lender (in this Section 16.1, an “Assigning Lender”) may assign to one or more Eligible Assignees (in this Section 16.1, each an “Assignee Lender”) all or a portion of that Lender’s interests, rights and obligations under this Agreement and the Loan Documents (including all or a portion of its Commitment) and the same portion of the Loans at the time owing to it, and of the Note held by the Assigning Revolving Credit Lender, provided that:
ASSIGNMENTS AND ASSUMPTIONS. (a) Except as provided herein, each Lender (in this Section 18.1, an “Assigning Lender”) may assign to one or more Eligible Assignees (in this Section 18.1, each an “Assignee Lender”) all or a portion of that Lender’s interests, rights and obligations under this Agreement and the other Loan Documents (including, all or a portion of its Dollar Commitment) and the same portion of the loans at the time owing to it, and of the note (if any) held by the Assigning Lender, provided that,
ASSIGNMENTS AND ASSUMPTIONS. 2.1 Each of the parties hereto acknowledges and agrees that (i) the Exiting Lenders desire to sell and assign their Revolving Commitments to the New Lenders and to certain of the Continuing Lenders and to be relieved of their obligations under the Credit Agreement, (ii) certain of the Continuing Lenders desire to purchase and assume portions of the Revolving Commitments of the Exiting Lenders and/or increase their existing Revolving Commitments and (iii) the New Lenders desire to purchase and assume portions of the Revolving Commitments of the Exiting Lenders and/or provide new Revolving Commitment and to become parties to the Credit Agreement. As an administrative convenience and to avoid the necessity that each Lender enter into separate Assignment and Assumptions, the parties hereto acknowledge and agree that effective as of the Second Amendment Effective Date, each Exiting Lender shall be deemed to have sold and assigned to the Continuing Lenders and the New Lenders its Revolving Commitment and Revolving Loans which are outstanding on the Second Amendment Effective Date and the New Lenders making Revolving Commitments and the Continuing Lenders increasing their Revolving Commitments shall be deemed to have purchased and assumed the Revolving Commitments and Revolving Loans of the Exiting Lenders, in each case in amounts such that the Revolving Commitments of the Lenders after giving effect thereto shall be as reflected on Schedule 2.1 attached hereto.
ASSIGNMENTS AND ASSUMPTIONS. (a) Except as provided herein, each Lender (in this Section 16.1(a), an "Assigning Lender") may assign to one or more Eligible Assignees (in this Section 16.1(a), each an "Assignee Lender") all or a portion of that Lender's interests, rights and obligations under this Agreement and the Loan Documents (including all or a portion of its Commitment) and the same portion of the Loans at the time owing to it, and of the Note held by the Assigning Lender, provided that:
