Common use of Effect; Effective Date Clause in Contracts

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance (a "Notice of Assignment"), together with any consents required by Section 9.03(a) and (b) payment of a $3,500.00 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Documents, to the same extent as if it were an original party hereto, and (ii) the transferor Lender shall be released with respect to the percentage of the Commitments and Advances assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b), the transferor Lender, the Administrative Agent, and the Borrowers shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their Commitments, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially New/Modified Commitment Supplement in the form attached as of Exhibit I H hereto executed by the assigning Lender and the Purchaser and payment to the Assignment and Acceptance (a "Notice Agent of Assignment"), together with any consents required by Section 9.03(a) and (b) payment an assignment fee of a $3,500.00 fee to the Administrative Agent for processing such assignment3,500, such assignment shall become effective on the effective date specified in such Notice notice of Assignmentassignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Company, the Lenders or the Agent shall be required to release the transferor Lender shall be released with respect to the percentage of the Commitments and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)Section, the transferor Lender, the Administrative Agent, the Company and the Borrowers Borrowing Subsidiaries shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their respective Commitments, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent Company and the Agents of a notice of assignment, substantially in the form attached as Exhibit I "I" to the Assignment and Acceptance Exhibit "El' hereto (a "Notice of Assignment"), together with any consents consent required by Section 9.03(a) 12.3.1, and (bii) payment of a $3,500.00 3,500 fee to the Administrative Agent by the assignee or assignor Lender for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Obligors, the Lenders or the Agents shall be required to release the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agents and the Borrowers Obligors shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their respective Commitments, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of ---------------------- a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit C hereto (a "Notice of --------- --------- Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) ---------- -------------- payment of a $3,500.00 3,000 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers -------------- Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit H hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case case, to the extent applicable, in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent of a ---------------------- notice of assignment, substantially in the form attached as Exhibit I "I" to the Assignment and Acceptance Exhibit "H" hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (bii) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Borrower, the Lenders or the Agent shall be required to release the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that a replacement Notes are Note is issued to such transferor Lender and a new Notes Note or, as appropriate, replacement NotesNote, are is issued to such Purchaser, in each case in principal amounts reflecting their respective Commitments, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the an Assignment and Acceptance (a "Notice of Assignment")Agreement, together with any consents required by Section 9.03(a) 12.3.1, and (bii) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignmentassignment (unless such fee is waived by the Agent), such assignment Assignment Agreement shall become effective on the effective date specified in such Notice of AssignmentAssignment Agreement. On and after the effective date of such assignmentAssignment Agreement, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by or on behalf of the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) the transferor Lender shall be released with respect to the percentage of the Commitments and Advances assigned to such Purchaser without any no further consent or action by the Borrowers, the Lenders, Lenders or the Administrative AgentAgent shall be required to release the transferor Lender with respect to the percentage of the Aggregate Commitment and Obligations assigned to such Purchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers shall shall, if the transferor Lender or the Purchaser desires that its Loans be evidenced by Notes, make appropriate arrangements so that new Notes or, as appropriate, replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their Commitments, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the an Assignment and Acceptance (a "Notice of Assignment")Agreement, together with any consents required by Section 9.03(a) 12.3.1, and (bii) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignmentassignment (unless such fee is waived by the Agent), such assignment Assignment Agreement shall become effective on the effective date specified in such Notice of AssignmentAssignment Agreement. On and after the effective date of such assignmentAssignment Agreement, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by or on behalf of the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Borrower, the Lenders or the Agent shall be required to release the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Obligations assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers shall Borrower shall, if the transferor Lender or the Purchaser desires that its Loans be evidenced by Notes, make appropriate arrangements so that new Notes or, as appropriate, replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their Commitments, as adjusted pursuant to such assignment.. 12.4

Effect; Effective Date. Upon (a) delivery to the Administrative Agent ---------------------- of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit C hereto (a "Notice of Assignment"), together with any consents required --------- -------------------- by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,000 fee to the Administrative Agent for processing -------------- such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and -------------- the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent ---------------------- of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit C hereto (a "Notice of Assignment"), together with any consents required --------- -------------------- by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,000 fee to the Administrative Agent for processing -------------- such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent -------------- and the Borrowers shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the an Assignment and Acceptance (a "Notice of Assignment")Acceptance, together with any consents required by Section 9.03(a10.3(a) and (b) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of AssignmentAssignment and Acceptance. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Documents, to the same extent as if it were an original party hereto, and (ii) the transferor Lender shall be released with respect to the percentage of the Commitments and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b10.3(b), the transferor Lender, the Administrative Agent, Agent and the Borrowers shall Borrower shall, if the transferor Lender or the Purchaser desires that its Commitments be evidenced by Notes, make appropriate arrangements so that new Notes or, as appropriate, replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their respective Commitments, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit D hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit D hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) and (bii) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Document Loan Documents executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Borrower, the Lenders or the Agent shall be required to release the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Revolving Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I 1 to the Assignment and Acceptance Exhibit J hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 13.3.1 or Section 13.3.2, and (bii) payment of a $3,500.00 3,500 fee to the Administrative Agent from the assignor for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender Bank party to this Agreement and any other Credit Loan Document executed by the Lenders Banks and shall have all the rights and obligations Obligations of a Lender Bank under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Borrower, the Banks or the Administrative Agent shall be required to release the transferor Lender shall be released Bank with respect to the percentage of the Commitments and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)13.3.3, the transferor LenderBank, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender Bank and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment. 13.3.4.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit C hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,000 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I "1" to the Assignment and Acceptance Exhibit "J" hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 13.3.1, and (bii) payment of a $3,500.00 2,500 fee to the Administrative Agent from the assignor for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender Bank party to this Agreement and any other Credit Loan Document executed by the Lenders Banks and shall have all the rights and obligations Obligations of a Lender Bank under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Company, the Banks or the Agent shall be required to release the transferor Lender shall be released Bank with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)13.3.2, the transferor LenderBank, the Administrative Agent, Agent and the Borrowers Company shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender Bank and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment. 13.4.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit D hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,000 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit H (a "Notice of Assignment"), together with -72- 79 any consents required by Section 9.03(a) 12.3.1 and (b) payment of a $3,500.00 4,000 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Revolving Credit Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, and the Borrowers shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsTotal Commitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I from time to time specified by the Assignment and Acceptance Agent (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 10.03(a), and (b) payment of a $3,500.00 3,500 fee to the Administrative Agent by the transferor Lender for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments and Advances Loans assigned to such Purchaser without any further consent or action by any Guarantor, the Borrowers, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b10.03(b), the transferor Lender, the Administrative Agent, the Borrowers and the Borrowers Company shall make appropriate arrangements so that replacement Notes are issued to the Agent to be held on behalf of such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to the Agent to be held on behalf of such Purchaser, in each case in principal amounts reflecting their Commitmentspercentage of the Loans, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit I hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,000 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsRevolving Credit Commitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit C hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their Commitments, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of an assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a non-refundable assignment fee of $3,500.00 fee 3,500 to the Administrative Agent for processing such assignmentassignment (unless such fee is waived by the Administrative Agent), such assignment shall become effective on the effective date specified in such Notice of Assignmentassignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by or on behalf of the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) the transferor Lender shall be discharged and released with respect to the percentage of the Commitments Aggregate Commitment and Advances Outstanding Credit Exposure assigned to such Purchaser Purchaser, without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that new Notes or, as appropriate, replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their Commitmentsrespective Commitments and Outstanding Credit Exposures, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I from time to time specified by the Assignment and Acceptance Agent (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 10.03(a), and (b) payment of a $3,500.00 3,500 fee to the Administrative Agent by the transferor Lender for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments and Advances Loans assigned to such Purchaser without any further consent or action by the Company, the Borrowers, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b10.03(b), the transferor Lender, the Administrative Agent, the Borrowers and the Borrowers Company shall make appropriate arrangements so that replacement Notes are issued to the Agent to be held on behalf of such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to the Agent to be held on behalf of such Purchaser, in each case in principal amounts reflecting their Commitmentspercentage of the Loans, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially New/Modified Commitment Supplement in the form attached as of Exhibit I H hereto executed by the assigning Lender and the Purchaser and payment to the Assignment and Acceptance (a "Notice Agent of Assignment"), together with any consents required by Section 9.03(a) and (b) payment an assignment fee of a 107 $3,500.00 fee to the Administrative Agent for processing such assignment3,500, such assignment shall become effective on the effective date specified in such Notice notice of Assignmentassignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Company, the Lenders or the Agent shall be required to release the transferor Lender shall be released with respect to the percentage of the Commitments and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)Section, the transferor Lender, the Administrative Agent, Agent and the Borrowers Company shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their respective Commitments, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit C hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment by the transferor Lender or Purchaser of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit H hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case case, to the extent applicable, in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon the (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I A to the Assignment and Acceptance Exhibit G hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 2,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Borrower, the Lenders or the Agent shall be required to release the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, each dated the Closing Date, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the an Assignment and Acceptance (a "Notice of Assignment")Agreement, together with any consents required by Section 9.03(a) 12.3.1, and (bii) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignmentassignment (unless such fee is waived by the Agent), such assignment Assignment Agreement shall become effective on the effective date specified in such Notice of AssignmentAssignment Agreement. On and after the effective date of such assignmentAssignment Agreement, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by or on behalf of the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) the transferor Lender shall be released with respect to the percentage of the Commitments and Advances assigned to such Purchaser without any no further consent or action by the Borrowers, the Lenders, Lenders or the Administrative AgentAgent shall be required to release the transferor Lender with respect to the percentage of the Aggregate Commitment and Obligations assigned to such Purchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers shall shall, if the transferor Lender or the Purchaser desires that its Loans be evidenced by Notes, make appropriate arrangements so that new Notes or, as appropriate, replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their Commitments, as adjusted pursuant to such assignment.. 12.4

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit D hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Revolving Credit Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent Company and the Agents of a notice of assignment, substantially in the form attached as Exhibit I "I" to the Assignment and Acceptance Exhibit "E" hereto (a "Notice of Assignment"), together with any consents consent required by Section 9.03(a) 12.3.1, and (bii) payment of a $3,500.00 3,500 fee to the Administrative Agent by the assignee or assignor Lender for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Obligors, the Lenders or the Agents shall be required to release the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agents and the Borrowers Obligors shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their respective Commitments, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit C hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,000 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent by the transferor Lender of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit G hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment by the transferor Lender of a $3,500.00 3,000 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their respective Commitments, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit C hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their Commitmentsthe relevant loan or commitment amount, as adjusted pursuant to such assignmentassignment and prior Notes so replaced shall be returned to the Borrower marked "Paid by Replacement".

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance Exhibit C hereto (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a $3,500.00 3,500 fee to the Administrative Agent by the transferror Lender for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (ia) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (iib) the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the BorrowersBorrower, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their Commitments, as adjusted pursuant to the amount of such assignment.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent of a notice of assignment, assignment substantially in the form attached as Exhibit I to the Assignment and Acceptance (a "Notice of Assignment")EXHIBIT G hereto, together with any consents required by Section 9.03(a) 14.3.1, and (bii) payment of a $3,500.00 5,000 fee to the Administrative Agent for processing such assignmentany assignment to an Eligible Assignee that is not an Affiliate of the transferor Lender, such assignment shall become effective on the effective date specified in such Notice notice of Assignmentassignment. On and after the effective date of such assignment, (i) such Purchaser Eligible Assignee shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by the Lenders and shall have all the rights and obligations of a the Lender under the Credit Documents, Loan Documents to the same extent as if it were an original party heretothereto, and (ii) the transferor Lender shall be released with respect to the percentage of the Commitments and Advances assigned to such Purchaser without any no further consent or action by the Borrowers, Lenders or Agent shall be required to release the Lenders, transferor Lender with respect to the Commitment (or the Administrative Agentportion thereof) of such Lender and Obligations assigned to such Eligible Assignee. Upon the consummation of any assignment to a Purchaser an Eligible Assignee pursuant to this Section 9.03(b)14.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such PurchaserEligible Assignee, in each case in principal amounts reflecting their respective Commitments, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (a) delivery to the Administrative Agent of a notice of an assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (b) payment of a non-refundable assignment fee of $3,500.00 fee 3,500 to the Administrative Agent for processing such assignmentassignment (unless such fee is waived by the Administrative Agent), such assignment shall become effective on the effective date specified in such Notice of Assignmentassignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by or on behalf of the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) the transferor Lender shall be discharged and released with respect to the percentage of the Commitments and Advances Outstanding Credit Exposure assigned to such Purchaser Purchaser, without any further consent or action by the BorrowersBorrower, Parent Guarantor, the Lenders, Lenders or the Administrative Agent. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Borrower and the Borrowers Parent Guarantor shall make appropriate arrangements so that new Notes or, as appropriate, replacement Notes are issued to 121 such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their Commitmentsrespective Commitment and Outstanding Credit Exposure, as adjusted pursuant to such assignment.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent of a notice of an assignment, substantially in the form attached as Exhibit I to the Assignment and Acceptance (a "Notice of Assignment"), together with any consents required by Section 9.03(a) 12.3.1, and (bii) payment of a $3,500.00 4,000 fee to the Administrative Agent for processing such assignmentassignment (unless such fee is waived by the Agent), such assignment shall become effective on the effective date specified in such Notice of Assignmentassignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender party to this Agreement and any other Credit Loan Document executed by or on behalf of the Lenders and shall have all the rights and obligations of a Lender under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Borrower, the Lenders or the Agent shall be required to release the transferor Lender shall be released with respect to the percentage of the Commitments Aggregate Commitment and Advances Outstanding Credit Exposure assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b)12.3.2, the transferor Lender, the Administrative Agent, Agent and the Borrowers shall Borrower shall, if the transferor Lender or the Purchaser desires that its Loans be evidenced by Notes, make appropriate arrangements so that new Notes or, as appropriate, replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their respective Commitments, as adjusted pursuant to such assignment. 12.4.

Effect; Effective Date. Upon (ai) delivery to the Administrative Agent of a notice of assignment, substantially in the form attached as Exhibit I A to the Assignment and Acceptance Exhibit J hereto (a "Notice of AssignmentNOTICE OF ASSIGNMENT"), together with any consents required by Section 9.03(a) and (bii) payment of a $3,500.00 2,500 fee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, (i) such Purchaser shall for all purposes be a Lender Bank party to this Agreement and any other Credit Loan Document executed by the Lenders Banks and shall have all the rights and obligations of a Lender Bank under the Credit Loan Documents, to the same extent as if it were an original party hereto, and (ii) no further consent or action by the Company, the Banks or the Agent shall be required to release the transferor Lender shall be released Bank with respect to the percentage of the Commitments Aggregate Commitment and Advances Loans assigned to such Purchaser without any further consent or action by the Borrowers, the Lenders, or the Administrative AgentPurchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 9.03(b11.03(b), the transferor LenderBank, the Administrative Agent, Agent and the Borrowers Company shall make appropriate arrangements so that replacement B Notes are issued to such transferor Lender Bank and new B Notes or, as appropriate, replacement B Notes, are issued to such Purchaser, in each case in principal amounts reflecting their CommitmentsCommitment, as adjusted pursuant to such assignment.