CHANGES TO THE BORROWER. The Borrower may not assign any of its rights or transfer any of its rights or obligations under the Finance Documents. Notwithstanding the foregoing, subject to the Lender’s prior written consent (which shall not be unreasonably withheld), the Borrower may assign its rights or transfer its rights or obligations under the Finance Document to an Affiliate of the Borrower (the “New Borrower”) pursuant to a restructuring for tax efficiency purposes, provided that: (a) the New Borrower is a limited liability company incorporated in Delaware, British Virgin Islands or Hong Kong; (b) the New Borrower beneficially holds (whether directly or indirectly) the same percentage of the Equity Interest of all the Operating Companies as the Borrower holds immediately before it assigns its rights or transfers its rights or obligations under the Finance Documents to the New Borrower; and (c) the Lender has received all of the documents and other evidence listed in Schedule 4 (Documents Required to be Delivered by the New Borrower), each in form and substance satisfactory to the Lender.
Appears in 2 contracts
Samples: Facility Agreement (China Security & Surveillance Technology, Inc.), Facility Agreement (China Security & Surveillance Technology, Inc.)
CHANGES TO THE BORROWER. The Borrower may not assign any of its rights or transfer any of its rights or obligations under the Finance Documents. Notwithstanding the foregoing, subject to the Lender’s prior written consent (which shall not be unreasonably withheld), the Borrower may assign its rights or transfer its rights or obligations under the Finance Document to an Affiliate of the Borrower (the “New Borrower”) pursuant to a restructuring for tax efficiency purposes, provided that:
(a) the New Borrower is a limited liability company incorporated in DelawareNevada, British Virgin Cayman Islands or Hong Kong;
(b) the New Borrower beneficially holds (whether directly or indirectly) the same percentage of the Equity Interest of all the Operating Companies as the Borrower holds immediately before it assigns its rights or transfers its rights or obligations under the Finance Documents to the New Borrower; and
(c) the Lender has received all of the documents and other evidence listed in Schedule 4 (Documents Required to be Delivered by the New Borrower), each in form and substance satisfactory to the Lender.
Appears in 2 contracts
Samples: Facility Agreement (Fushi Copperweld, Inc.), Facility Agreement (Harbin Electric, Inc)
