Common use of Assignments by the Bank Clause in Contracts

Assignments by the Bank. From and after the date hereof, the Bank may at any time assign all, or a proportionate part of all, of its rights, interests and duties with respect to the Revolving Commitment Amount and the Notes (1) to any one or more of its Affiliates without the consent or approval of the Credit Parties or (2) to one or more banks or other financial institutions with the consent of the Credit Parties which consent shall not be unreasonably withheld (each assignee under clauses (1) and (2), an "Assignee"), in each case on such terms, as between the Bank and each of its Assignees, as the Bank may think fit, and such Assignee shall assume such rights, interests and duties pursuant to an instrument executed by such Assignee and the Bank, and for this purpose the Bank may make available to each of its potential Assignees such information relating to the Credit Parties, this Agreement and the transactions contemplated hereby as the Bank may think necessary or desirable, which information shall be held by each potential Assignee strictly in confidence. Upon execution and delivery of such an instrument and payment by such Assignee to the Bank of an amount equal to the purchase price agreed between the Bank and such Assignee, such Assignee shall be a Bank party to this Agreement and shall have all the rights, interests and duties of a Bank with a Revolving Commitment Amount and Revolving Loan as set forth in such instrument of assumption, and the Bank shall be released from its obligations hereunder to a corresponding extent, and no further consent or action by any party shall be required. Upon the consummation of any assignment pursuant to this paragraph (b), the Bank and the Credit Parties shall make appropriate arrangements so that, if required, a new Note or Notes are issued to the Assignee.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Sepracor Inc /De/), Revolving Credit Agreement (Biosphere Medical Inc), Revolving Credit Agreement (Sepracor Inc /De/)

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Assignments by the Bank. From and after the date hereof, the Bank may at any time assign all, or a proportionate part of all, of its rights, interests and duties with respect to the Revolving Commitment Amount and the Notes Note (1) to any one or more of its Affiliates without the consent or approval of the Credit Parties Company or (2) to one or more banks or other financial institutions with the consent of the Credit Parties Company which consent shall not be unreasonably withheld (each assignee under clauses (1) and (2), an "Assignee"), in each case on such terms, as between the Bank and each of its Assignees, as the Bank may think fit, and such Assignee shall assume such rights, interests and duties pursuant to an instrument executed by such Assignee and the Bank, and for this purpose the Bank may make available to each of its potential Assignees such information relating to the Credit PartiesCompany, this Agreement and the transactions contemplated hereby as the Bank may think necessary or desirable, which information shall be held by each potential Assignee strictly in confidence. Upon execution and delivery of such an instrument and payment by such Assignee to the Bank of an amount equal to the purchase price agreed between the Bank and such Assignee, such Assignee shall be a Bank party to this Agreement and shall have all the rights, interests and duties of a Bank with a Revolving Commitment Amount and Revolving Loan as set forth in such instrument of assumption, and the Bank shall be released from its obligations hereunder to a corresponding extent, and no further consent or action by any party shall be required. Upon the consummation of any assignment pursuant to this paragraph (bi), the Bank and the Credit Parties Company shall make appropriate arrangements so that, if required, a new Note or Notes are is issued to the Assignee.

Appears in 2 contracts

Samples: Credit and Security Agreement (Sepracor Inc /De/), Revolving Credit and Security Agreement (Biosepra Inc)

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