Common use of Assignments, Participations, etc Clause in Contracts

Assignments, Participations, etc. (a) Any Bank may, with the written consent of the Company at all times other than during the existence of an Event of Default and the Agent, which consents shall not be unreasonably withheld or delayed, at any time assign and delegate to one or more Eligible Assignees (provided that no written consent of the Company or the Agent shall be required in connection with any assignment and delegation by a Bank to an Eligible Assignee that is an Affiliate of such Bank or another Bank) (each an "Assignee") all, or any ratable part of all, of the Loans, the Commitment and the other rights and obligations of such Bank hereunder, in a minimum amount of $5,000,000; provided, however, that the Company and the Agent may continue to deal solely and directly with such Bank in connection with the interest so assigned to an Assignee until (i) written notice of such assignment, together with payment instructions, addresses and related information with respect to the Assignee, shall have been given to the Company and the Agent by such Bank and the Assignee; (ii) such Bank and its Assignee shall have delivered to the Company and the Agent an Assignment and Assumption Agreement in the form of Exhibit 11.08 ("Assignment and Assumption Agreement") together with any Note or Notes subject to such assignment and (iii) the assignor Bank or Assignee has paid to the Agent a processing fee in the amount of $3,500.

Assignments, Participations, etc. (a) Any The Bank maymay at any time, with the written consent of the Company at all times other than during the existence of an Event of Default and the AgentDefault, which consents consent shall not be unreasonably withheld or delayedwithheld, at any time assign and delegate to one or more Eligible Assignees Persons (provided that no written consent of the Company or the Agent shall be required in connection with any assignment and delegation by a Bank to an Eligible Assignee that is an Affiliate of the Bank and the costs charged to the Company shall not exceed the costs that would have been charged had the Bank not made such Bank or another Bankassignment and delegation) (each an "Assignee") all, or any ratable part of all, of the Loans, the Commitment Company's reimbursement obligations for Outstanding Letters of Credit, the L/C Obligations, the Bank's commitment to extend credit hereunder, and the other rights and obligations of such the Bank hereunder, in a minimum amount of $5,000,000; provided, however, that the Company and the Agent may continue to deal solely and directly with such the Bank in connection with the interest so assigned to an Assignee until (i) written notice of such assignment, together with payment instructions, addresses and related information with respect to the Assignee, shall have been given to the Company and by the Agent by such Bank and the Assignee; (ii) such Bank and its Assignee shall have delivered to the Company and the Agent an Assignment and Assumption Agreement in the form of Exhibit 11.08 ("Assignment and Assumption Agreement") together with any Note or Notes subject to such assignment and (iii) the assignor Bank or Assignee has paid to the Agent a processing fee in the amount of $3,500.

Assignments, Participations, etc. (a) Any The Bank may, with the written consent of the Company Middleby at all times other than during the existence of an Event of Default and the AgentDefault, which consents consent shall not be unreasonably withheld or delayedwithheld, at any time assign and delegate to one or more Eligible Assignees (provided that no written consent of the Company or the Agent Middleby shall be required in connection with any assignment and delegation by a the Bank to an Eligible Assignee that is an Affiliate of such Bank or another the Bank) (each an "AssigneeASSIGNEE") all, or any ratable part of all, of the Loans, the LC Obligations, the Commitment and the other rights and obligations of such the Bank hereunder; PROVIDED, in a minimum amount of $5,000,000; provided, howeverHOWEVER, that the Company and the Agent Borrowers may continue to deal solely and directly with such the Bank in connection with the interest so assigned to an Assignee until (i) written notice of such assignment, together with payment instructions, addresses and related information with respect to the Assignee, shall have been given to the Company and Borrowers by the Agent by such Bank and the Assignee; (ii) such Bank and its Assignee shall have delivered to the Company and the Agent an Assignment and Assumption Agreement in the form of Exhibit 11.08 ("Assignment and Assumption Agreement") together with any Note or Notes subject to such assignment and (iii) the assignor Bank or Assignee has paid to the Agent a processing fee in the amount of $3,500Bank.

Assignments, Participations, etc. (a) Any Bank may, with the written consent of the Company at all times other than during the existence of an Event of Default and the Agent, which consents shall not be unreasonably withheld or delayedwithheld, at any time assign and delegate to one or more Eligible Assignees (provided that no written consent of the Company or the Agent shall be required in connection with any assignment and delegation by a Bank to another Bank or to an Eligible Assignee that is an Affiliate of such Bank or another Bank) (each an "AssigneeASSIGNEE") all, or any ratable part of all, of the Loans, the Commitment Commitments and the other rights and obligations of such Bank hereunder, in a minimum amount of $5,000,00010,000,000 or, if less, the entire amount of such Bank's Commitment; providedPROVIDED, howeverHOWEVER, that the Company and the Agent may continue to deal solely and directly with such Bank in connection with the interest so assigned to an Assignee until (i) written notice of such assignment, together with payment instructions, addresses and related information with respect to the Assignee, shall have been given to the Company and the Agent by such Bank and the Assignee; (ii) such Bank and its Assignee shall have delivered to the Company and the Agent an Assignment and Assumption Agreement Acceptance in the form of Exhibit 11.08 EXHIBIT I ("Assignment and Assumption AgreementASSIGNMENT AND ACCEPTANCE") together with any Note or Notes subject to such assignment and (iii) the assignor Bank or Assignee has paid to the Agent a processing fee in the amount of $3,500.

Assignments, Participations, etc. (a) Any The Bank may, with the written consent of the Company at all times other than during the existence of an Event of Default and the AgentDefault, which consents consent shall not be unreasonably withheld or delayedwithheld, at any time assign and delegate to one or more Eligible Assignees (provided that no written consent of the Company or the Agent shall be required in connection with any assignment and delegation by a Bank to an Eligible Assignee that is an Affiliate of such Bank or another the Bank) (each an "Assignee") all, or any ratable part of all, of the Loans, the Commitment and the other rights and obligations of such the Bank hereunder, in a minimum amount of $5,000,00010,000,000; provided, however, that the Company and the Agent may continue to deal solely and directly with such the Bank in connection with the interest so assigned to an Assignee until (i) written notice of such assignment, together with payment instructions, addresses and related information with respect to the Assignee, shall have been given to the Company and by the Agent by such Bank and the Assignee; and (ii) such the Bank and its Assignee shall have delivered to the Company and the Agent an Assignment and Assumption Agreement Acceptance in the form of Exhibit 11.08 E ("Assignment and Assumption AgreementAcceptance") together with any Note or Notes subject to such assignment and (iii) any tax forms required to be provided by the assignor Bank or Assignee has paid to under Section 6 of the Agent a processing fee in the amount of $3,500Assignment and Acceptance.

Assignments, Participations, etc. (a) Any Bank may, with the written consent of the Company at all times other than Company, the Agent and each Issuing Bank (which consents shall not be unreasonably withheld and, in the case of the Company, shall not be required during the existence of an Event of Default and the Agent, which consents shall not be unreasonably withheld or delayed, Default) at any time time, assign and delegate to one or more Eligible Assignees (provided that no written consent of the Company or the Agent or any Issuing Bank shall be required in connection with any assignment and delegation by a Bank to an Eligible Assignee that is an Affiliate of such Bank or another Bank) (each an "Assignee") all, or any ratable part of all, of the Loans, the Commitment Commitments, the L/C Obligations and the other rights and obligations of such Bank hereunder, in a minimum amount of $5,000,00010,000,000; provided, however, provided that the Company and the Agent may continue to deal solely and directly with such Bank in connection with the interest so assigned to an Assignee until (i) written notice of such assignment, together with payment instructions, addresses and related information with respect to the Assignee, shall have been given to the Company and the Agent by such Bank and the Assignee; (ii) such Bank and its Assignee shall have delivered to the Company and the Agent an Assignment and Assumption Agreement Acceptance in the form of Exhibit 11.08 G ("Assignment and Assumption AgreementAcceptance") together with any Note or Notes subject to such assignment ); and (iii) the assignor Bank or Assignee has paid to the Agent a processing fee in the amount of $3,5003,500 (except as set forth in a separate agreement between the Agent and the Co-Agent).

Assignments, Participations, etc. (a) Any The Bank maymay at any time, with the written consent of the Company at all times other than during the existence of an Event of Default and the AgentDefault, which consents consent shall not be unreasonably withheld or delayedwithheld, at any time assign and delegate to one or more Eligible Assignees Persons (provided that no written consent of the Company or the Agent shall be required in connection with any assignment and delegation by a Bank to an Eligible Assignee that is an Affiliate of the Bank and the costs charged to the Company shall not exceed the costs that would have been charged had the Bank not made such Bank or another Bankassignment and delegation) (each an "Assignee") all, or any ratable part of all, of the Loans, the Commitment Company's reimbursement obligations for Outstanding Letters of Credit, the Letter of Credit Obligations, the Bank's commitment to extend credit hereunder, and the other rights and obligations of such the Bank hereunder, in a minimum amount of $5,000,000; provided, however, that the Company and the Agent may continue to deal solely and directly with such the Bank in connection with the interest so assigned to an Assignee until (i) written notice of such assignment, together with payment instructions, addresses and related information with respect to the Assignee, shall have been given to the Company and by the Agent by such Bank and the Assignee; (ii) such Bank and its Assignee shall have delivered to the Company and the Agent an Assignment and Assumption Agreement in the form of Exhibit 11.08 ("Assignment and Assumption Agreement") together with any Note or Notes subject to such assignment and (iii) the assignor Bank or Assignee has paid to the Agent a processing fee in the amount of $3,500.

Assignments, Participations, etc. (a) Any Bank may, with the prior written consent of the Company at all times other than during the existence of an Event of Default Default, and the Administrative Agent, which consents shall not be unreasonably withheld or delayedwithheld, at any time assign and delegate to one or more Eligible Assignees (provided that no written consent of the Company or the Administrative Agent shall be required in connection with any assignment and delegation by a Bank to an Eligible Assignee that is an a Bank Affiliate of such Bank or another Bank) (each an "Assignee") all, or any ratable part of all, of the Loans, the Commitment Commitments and the other rights and obligations of such Bank hereunder, in a minimum amount of $5,000,0005,000,000 and multiples of $1,000,000 in excess thereof; provided, however, that (i) the Company and the Administrative Agent may continue to deal solely and directly with such Bank in connection with the interest so assigned to an Assignee until (iA) written notice of such assignment, together with payment instructions, addresses and related information with respect to the Assignee, shall have been given to the Company and the - 52 - Cinemark Investments Credit Agreement 62 Administrative Agent by such Bank and the Assignee; (iiB) such Bank and its Assignee shall have delivered to the Company and the Administrative Agent an a Notice of Assignment and Assumption Agreement Acceptance in the form of Exhibit 11.08 C ("Notice of Assignment and Assumption AgreementAcceptance") together with any Note or Notes subject to such assignment and (iiiC) the assignor Bank or Assignee has paid to the Administrative Agent a processing fee in the amount of $3,500.

Assignments, Participations, etc. (a) Any The Bank maymay at any time, with the prior written consent of the Company at all times other than during the existence of an Event of Default and (which consent of the AgentCompany, which consents if required, shall not be unreasonably withheld or delayedwithheld), at any time assign and delegate to one or more Eligible Assignees (provided that no written consent of the Company or the Agent shall be required in connection with any assignment and delegation by a the Bank to an Eligible Assignee that is an Affiliate of such Bank or another the Bank) (each an "Assignee") all, all or any ratable part of all, of the LoansCredit Extensions, the Commitment and Commitments or the other rights rights, interests and obligations of such the Bank hereunderhereunder or under any of the other Credit Documents, in a minimum amount of $5,000,0001,000,000; provided, however, provided that the Company and the Agent may continue to deal solely and directly with such the Bank in connection with the interest so assigned to an Assignee until (i) written notice of such assignment, together with payment instructions, addresses instructions and related address information with respect to the Assignee, shall have been given to the Company and by the Agent by such Bank and the Assignee; (ii) such Bank and its Assignee shall have delivered to the Company and the Agent an Assignment and Assumption Agreement in the form of Exhibit 11.08 ("Assignment and Assumption Agreement") together with any Note or Notes subject to such assignment and (iii) the assignor Bank or Assignee has paid to the Agent a processing fee in the amount of $3,500.