Common use of Collateral Assignment; Assignment; Consent; Notice Clause in Contracts

Collateral Assignment; Assignment; Consent; Notice. Administrative Agent shall have received (a) copies of (i) each duly executed Collateral Assignment (Intercompany Loan) and Collateral Assignment (Underlying Financing) in connection with each such Approved Financing and (ii) each duly executed Consent to Collateral Assignment (Underlying Financing) in connection with each such Approved Financing as Administrative Agent shall have requested in Administrative Agent’s sole discretion executed on or before the Credit Date and (b) satisfactory evidence with respect to actions necessary for (i) an Intercompany Assignment Agreement of, among other things, its right in, to and under such Approved Financing, and (ii) the collateral assignment of the Applicable Borrower Subsidiary to the Related Borrower of, among other things, its rights in, to and under such Approved Financing (including if required pursuant to the terms of any Underlying Financing Document or otherwise reasonably requested by Administrative Agent, (A) evidence that each applicable Underlying Borrower or Underlying Depositary, as applicable and each applicable Underlying Obligor has received a Notice of Collateral Assignment (Underlying Financing) and a notice of the assignment to the Applicable Borrower Subsidiary of the Approved Financing and (B) evidence that each applicable Underlying Obligor has received a Notice of Assignment (Underlying Financing).

Collateral Assignment; Assignment; Consent; Notice. Administrative Agent shall have received (a) copies of (i) each duly executed Collateral Assignment Amended & Restated Loan Agreement (PF) (Intercompany Loan) and Collateral Assignment (Underlying Financing) in connection with each such Approved Financing and (ii) each duly executed Consent to Collateral Assignment (Underlying Financing) in connection with each such Approved Financing as Administrative Agent shall have requested in Administrative Agent’s sole discretion executed on or before the Credit Date and (b) satisfactory evidence with respect to actions necessary for (i) an Intercompany Assignment Agreement of, among other things, its right in, to and under such Approved Financing, and (ii) the collateral assignment of the Applicable Borrower Subsidiary to the Related Borrower of, among other things, its rights in, to and under such Approved Financing (including (x) an endorsement or assignment in blank of the Approved Financing as of such Credit Date in the form attached to the Underlying Financing Documents, if any, or otherwise in form and substance satisfactory to Administrative Agent and (y) if required pursuant to the terms of any Underlying Financing Document or otherwise reasonably requested by Administrative Agent, (A) evidence that each applicable Underlying Borrower or Underlying Depositary, as applicable and each applicable Underlying Obligor applicable, has received a Notice of Collateral Assignment (Underlying Financing) and a notice of the assignment to the Applicable Borrower Subsidiary of the Approved Financing and (B) evidence that each applicable Underlying Obligor has received a Notice of Assignment (Underlying Financing).

Collateral Assignment; Assignment; Consent; Notice. Administrative Agent shall have received (a) copies of (i) each duly executed Collateral Assignment (Intercompany Loan) and Collateral Assignment (Underlying Financing) in connection with each such Approved Financing and (ii) each duly executed Consent to Collateral Assignment (Underlying Financing) in connection with each such Approved Financing as Administrative Agent shall have requested in Administrative Agent’s sole discretion executed on or before the Credit Date and (b) satisfactory evidence with respect to actions necessary for (i) an Intercompany Assignment Agreement of, among other things, its right in, to and under such Approved Financing, and (ii) the collateral assignment of the Applicable Borrower Subsidiary to the Related Borrower of, among other things, its rights in, to and under such Approved Financing (including (x) an endorsement or assignment in blank of the Approved Financing as of such Credit Date in the form attached to the Underlying Financing Documents, if any, or otherwise in form and substance satisfactory to Administrative Agent and (y) if required pursuant to the terms of any Underlying Financing Document or otherwise reasonably requested by Administrative Agent, (A) evidence that each applicable Underlying Borrower or Underlying Depositary, as applicable and each applicable Underlying Obligor applicable, has received a Notice of Collateral Assignment (Underlying Financing) and a notice of the assignment to the Applicable Borrower Subsidiary of the Approved Financing and (B) evidence that each applicable Underlying Obligor has received a Notice of Assignment (Underlying Financing).