Assignments to Affiliated Lenders. Any Lender may, at any time, assign all or a portion of its rights and obligation with respect to Loans under this Agreement to an Affiliated Lender (including Affiliated Investment Funds) pursuant to this Section 13.6 through (x) Dutch Auctions open to all Lenders of a particular Class of Term Loans subject to such Dutch Auction on a pro rata basis or (y) through open market purchases, in each case subject to the following additional conditions and limitations:
Assignments to Affiliated Lenders. Notwithstanding anything in this Agreement to the contrary, any Term Loan Lender may, at any time, assign all or a portion of its Term Loans on a non-pro rata basis to an Affiliated Lender through open-market purchases, or in accordance with the procedures set forth on Appendix C pursuant to an offer made available to all Term Loan Lenders on a pro rata basis (a “Dutch Auction”), subject to the following limitations:
Assignments to Affiliated Lenders. Notwithstanding anything in this Agreement to the contrary, any Term Lender may, at any time, assign all or a portion of its Term Loans on a non-pro rata basis to an Affiliated Lender, subject to the following limitations:
Assignments to Affiliated Lenders. Notwithstanding anything in this Agreement to the contrary, any Term Lender may assign and delegate all or a portion of its Term Loans to an Affiliated Lender in accordance with this paragraph, provided that:
Assignments to Affiliated Lenders. Any Lender may, at any time, assign all or a portion of its rights and obligations under this Agreement to the Affiliated Lenders (and such Affiliated Lenders may contribute the same to the Borrower), subject to the following limitations:
Assignments to Affiliated Lenders. (A) Notwithstanding anything contained herein to the contrary, assignments may be made of the Term Loans (including any Incremental Term Loan established hereunder after the Closing Date) to an Affiliated Lender; provided that:
Assignments to Affiliated Lenders. Any Lender may, at any time, assign all or a portion of its rights and obligations with respect to Term Loans to an Affiliated Lender (including Affiliated Investment Funds) through (x) Dutch Auctions open to all Lenders on a pro rata basis or (y) open market purchases, in each case in accordance with the terms of this Agreement (including Section 12.04), subject, to the extent applicable, to the restrictions set forth in the definitions of “Eligible Assignee” and “Dutch Auction,” in each case, and subject to the following further limitations: (A) no Affiliated Lender shall be required to make a representation that, as of the date of any assignment, it is not in possession of information that has not been disclosed to the Administrative Agent, the Auction Manager and Lenders and that may be material to a Lender’s decision to participate in such assignment or purchase; and each Lender participating in any assignment to Affiliated Lender acknowledges and agrees that in connection with such assignment, (1) the Affiliated Lenders then may have, and later may come into possession of material non-public information, (2) such Lender has independently and, without reliance on the Affiliated Lenders or any of their Subsidiaries, Holdings, the Borrower or any of their Subsidiaries or the Administrative Agent, the Auction Manager or any of their respective Related Parties, made its own analysis and determination to participate in such assignment notwithstanding such Xxxxxx’s lack of knowledge of the material non-public information, (3) none of the Affiliated Lenders or any of their Subsidiaries or Holdings, the Borrower or any of their Subsidiaries shall be required to make any representation that it is not in possession of material non-public information, (4) none of the Affiliated Lenders or any of their Subsidiaries, Holdings, the Borrower or any of their Subsidiaries or the Administrative Agent, the Auction Manager or any of their respective Related Parties shall have any #4848-1207-1386 164
Assignments to Affiliated Lenders. (i) Notwithstanding anything to the contrary contained in this Agreement, any Lender may assign all or a portion of its Term Loans to an Affiliated Lender (other than any natural Person) (without the consent of any Person but subject to acknowledgment by the Administrative Agent and the Borrower); provided that (A) such Affiliated Lender (whether as a direct purchaser of the Term Loans or as the ultimate purchaser of the Term Loans through a broker or other intermediary) shall ensure that its identity as an Affiliated Lender is known to the assigning Lender; (B) the assigning Lender and such Affiliated Lender shall execute and deliver to the Administrative Agent an Assignment and Assumption that contains a Big Boy Representation; (C) for the avoidance of doubt, Lenders shall not be permitted to assign Revolving Credit Commitments or Revolving Loans to an Affiliated Lender and any purported assignment of Revolving Credit Commitments or Revolving Loans to an Affiliated Lender shall be null and void; (D) at the time of such assignment and after giving effect thereto, no Event of Default shall have occurred and be continuing and (E) at the time of such assignment after giving effect to such assignment, the aggregate principal amount of all Term Loans held by all Affiliated Lenders shall not exceed 20% of the aggregate principal amount of all Term Loans (other than Other Term Loans) outstanding under this Agreement at the time of such purchase.
Assignments to Affiliated Lenders. Affiliated Lenders and assignments of Loans and Commitments to Affiliated Lenders pursuant to this Section 11.06 shall be subject to the following additional conditions and limitations:
Assignments to Affiliated Lenders. (i) Notwithstanding anything else to the contrary contained in this Agreement, any Lender may assign all or a portion of its Term Loans to any Affiliated Lender in accordance with Section 11.2(b) and this Section 11.2(g); provided that:
