Common use of Effective Date; Notices Clause in Contracts

Effective Date; Notices. (a) As between the Assignor and the Assignee, the effective date for this Assignment and Acceptance shall be ___________, _____ (the "Effective Date"); provided that the following conditions precedent have been satisfied on or before the Effective Date: (i) this Assignment and Acceptance shall be executed and delivered by the Assignor and the Assignee; (ii) the consent of the Borrower and the Administrative Agent required for an effective assignment of the Assigned Amount by the Assignor to the Assignee under Section 10.8(a) of the Credit Agreement shall have been duly obtained and shall be in full force and effect as of the Effective Date; (iii) the Assignee shall pay to the Assignor all amounts due to the Assignor under this Assignment and Acceptance; (iv) the processing fee referred to in Section 2(b) hereof and in Section 10.8(a) of the Credit Agreement shall have been paid to the Administrative Agent; and (v) the Assignor shall have assigned and the Assignee shall have assumed a percentage equal to the Assignee's Applicable Percentage of the rights and obligations of the Assignor under the Credit Agreement (if such agreement exists). (b) Promptly following the execution of this Assignment and Acceptance, the Assignor shall deliver to the Borrower and the Administrative Agent for acknowledgment by the Administrative Agent, a Notice of Assignment in the form attached hereto as Schedule 1. [6. Administrative Agent. [INCLUDE ONLY IF ASSIGNOR IS ADMINISTRATIVE AGENT] (a) The Assignee hereby appoints and authorizes the Assignor to take such action as agent on its behalf and to exercise such powers under the Credit Agreement as are delegated to the Administrative Agent by the Lenders pursuant to the terms of the Credit Agreement. (b) The Assignee shall assume no duties or obligations held by the Assignor in its capacity as Administrative Agent under the Credit Agreement.]

Effective Date; Notices. (a) As between the Assignor and the Assignee, the effective date for this Assignment and Acceptance shall be ___________, _____ 20 (the "“Effective Date"”); provided that provided, that, the following conditions precedent have been satisfied on or before the Effective Date: (i) this Assignment and Acceptance shall be executed and delivered by the Assignor and the Assignee; (ii) if required pursuant to the terms of the Loan Agreement, the consent of the Agent, Term Loan B Agent or Term Loan B-1 Agent, as applicable, and Administrative Borrower and the Administrative Agent required for an effective assignment of the Assigned Amount by the Assignor to the Assignee under Section 10.8(a) of the Credit Agreement shall have been duly obtained and shall be in full force and effect as of the Effective Date; (iii) if required pursuant to the terms of the Loan Agreement, written notice of such assignment, together with payment instructions, addresses and related information with respect to Assignee, shall have been given to Administrative Borrower and Agent (and, in the case of an assignment with respect to the Term Loan B Commitments or the Term Loan B-1 Commitments, to Term Loan B Agent or Term Loan B-1 Agent, as applicable); (iv) Assignee shall pay to the Assignor all amounts due to the Assignor under this Assignment and Acceptance; (iv) ; and if required pursuant to the terms of the Loan Agreement, the processing fee referred to in Section 2(b) hereof and in Section 10.8(a) of the Credit Agreement shall have been paid to the Administrative Agent; and (v) the Assignor shall have assigned and the Assignee shall have assumed a percentage equal to the Assignee's Applicable Percentage of the rights and obligations of the Assignor under the Credit Agreement (if such agreement exists). (b) Promptly If required pursuant to the terms of the Loan Agreement, promptly following the execution of this Assignment and Acceptance, the Assignor shall deliver to the Administrative Borrower and the Administrative Agent for acknowledgment by the Administrative Agent, a Notice of Assignment in the form attached hereto as Schedule 1. [6. Administrative Agent. [INCLUDE ONLY IF ASSIGNOR IS ADMINISTRATIVE AGENT] (a) The Assignee hereby appoints and authorizes the Assignor to take such action as agent on its behalf and to exercise such powers under the Credit Agreement as are delegated to the Administrative Agent by the Lenders pursuant to the terms of the Credit Agreement. (b) The Assignee shall assume no duties or obligations held by the Assignor in its capacity as Administrative Agent under the Credit Agreement.]

Effective Date; Notices. (a) As between the Assignor and the Assignee, the effective date for this Assignment and Acceptance Assumption shall be ___________, _____ [ ] (the "“Effective Date"”); provided that provided, that, the following conditions precedent have been satisfied on or before the Effective Date: (i) this Assignment and Acceptance Assumption shall be executed and delivered by the Assignor and the Assignee; (ii) if required, the consent of the Borrower Administrative Agent and the Administrative Agent Borrower as required for an effective assignment of the Assigned Commitment Amount by the Assignor to the Assignee under Section 10.8(a) of the Credit Agreement shall have been duly obtained and shall be in full force and effect as of the Effective Date; (iii) written notice of such assignment, together with payment instructions, addresses and related information with respect to Assignee, shall have been given to Administrative Borrower and the Administrative Agent; (iv) Assignee shall pay to the Assignor all amounts due to the Assignor under this Assignment and Acceptance;Assumption; and (ivv) the processing fee referred to in Section 2(b) hereof and in Section 10.8(a) of the Credit Agreement shall have been paid to the Administrative Agent; and (v) the Assignor shall have assigned and the Assignee shall have assumed a percentage equal to the Assignee's Applicable Percentage of the rights and obligations of the Assignor under the Credit Agreement (if such agreement exists). (b) Promptly following the execution of this Assignment and AcceptanceAssumption, the Assignor shall deliver to the Administrative Borrower and the Administrative Agent for acknowledgment by the Administrative Agent, a Notice of Assignment in the form attached hereto as Schedule 1. [6. Administrative Agent. [INCLUDE ONLY IF ASSIGNOR IS ADMINISTRATIVE AGENT]I. (a) The Assignee hereby appoints and authorizes Assignor in its capacity as the Assignor Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Loan Agreement as are delegated to the Administrative Agent by the Lenders pursuant to the terms of the Credit Loan Agreement. (b) The Assignee shall assume no duties or obligations held by the Assignor in its capacity as the Administrative Agent under the Credit Loan Agreement.]

Effective Date; Notices. (a) As between the Assignor and the Assignee, the effective date for this Assignment and Acceptance shall be [___________, _____ ] (the "“Effective Date"”); provided that provided, that, the following conditions precedent have been satisfied on or before the Effective Date: (i) this Assignment and Acceptance shall be executed and delivered by the Assignor and the Assignee; (ii) if required, the consent of the Agent and Administrative Borrower and the Administrative Agent as required for an effective assignment of the Assigned Commitment Amount by the Assignor to the Assignee under Section 10.8(a) of the Credit Agreement shall have been duly obtained and shall be in full force and effect as of the Effective Date; (iii) the written notice of such assignment, together with payment instructions, addresses and related information with respect to Assignee, shall have been given to Administrative Borrower and Agent; (iv) Assignee shall pay to the Assignor all amounts due to the Assignor under this Assignment and Acceptance;; and (ivv) the processing fee referred to in Section 2(b) hereof and in Section 10.8(a) of the Credit Agreement shall have been paid to the Administrative Agent; and (v) the Assignor shall have assigned and the Assignee shall have assumed a percentage equal to the Assignee's Applicable Percentage of the rights and obligations of the Assignor under the Credit Agreement (if such agreement exists). (b) Promptly following the execution of this Assignment and Acceptance, the Assignor shall deliver to the Administrative Borrower and the Administrative Agent for acknowledgment by the Administrative Agent, a Notice of Assignment in the form attached hereto as Schedule 1. [6. Administrative Agent. [INCLUDE ONLY IF ASSIGNOR IS ADMINISTRATIVE AN AGENT]] Agent. (a) The Assignee hereby appoints and authorizes the Assignor in its capacity as Agent to take such action as agent on its behalf and to exercise such powers under the Credit Loan Agreement as are delegated to the Administrative Agent by the Lenders pursuant to the terms of the Credit Loan Agreement. (b) The Assignee shall assume no duties or obligations held by the Assignor in its capacity as Administrative Agent under the Credit Loan Agreement.]

Effective Date; Notices. (a) As between the Assignor and the Assignee, the effective date for this Assignment and Acceptance shall be ___________, __20___ (the "“Effective Date"”); provided that provided, that, the following conditions precedent have been satisfied on or before the Effective Date: (i) this Assignment and Acceptance shall be executed and delivered by the Assignor and the Assignee; (ii) if required, the consent of the Borrower and the Administrative Agent as required for an effective assignment of the Assigned Commitment Amount by the Assignor to the Assignee under Section 10.8(a) of the Credit Agreement shall have been duly obtained and shall be in full force and effect as of the Effective Date; (iii) if required, the consent of Administrative Borrower as required for an effective assignment of the Assigned Commitment Amount by Assignor to Assignee shall have been duly obtained and shall be in full force and effect as of the Effective Date; (iv) written notice of such assignment, together with an executed copy of this Assignment and Acceptance and payment instructions, addresses and related information with respect to Assignee, shall have been given to Administrative Borrower and Agent; (v) Assignee shall pay to the Assignor all amounts due to the Assignor under this Assignment and Acceptance;; and (ivvi) the processing fee referred to in Section 2(b) hereof and in Section 10.8(a) of the Credit Agreement shall have been paid to the Administrative Agent; and (v) the Assignor shall have assigned and the Assignee shall have assumed a percentage equal to the Assignee's Applicable Percentage of the rights and obligations of the Assignor under the Credit Agreement (if such agreement exists). (b) Promptly following the execution of this Assignment and Acceptance, the Assignor shall deliver to the Administrative Borrower and the Administrative Agent for acknowledgment by the Agent and (if its consent is required) Administrative AgentBorrower, a Notice of Assignment in the form attached hereto as Schedule 1. [6. Administrative Agent. [INCLUDE ONLY IF ASSIGNOR IS ADMINISTRATIVE AGENT] (a) The Assignee hereby appoints and authorizes the Assignor to take such action as agent on its behalf and to exercise such powers under the Credit Agreement as are delegated to the Administrative Agent by the Lenders pursuant to the terms of the Credit Agreement. (b) The Assignee shall assume no duties or obligations held by the Assignor in its capacity as Administrative Agent under the Credit Agreement.]

Effective Date; Notices. (a) As between the Assignor and the Assignee, the effective date for this Assignment and Acceptance shall be ___________, ____, 200_ (the "Effective DateEFFECTIVE DATE"); provided PROVIDED that the following conditions precedent have been satisfied on or before the Effective Date: (i) this Assignment and Acceptance shall be executed and delivered by the Assignor and each Assignee Party and shall be recorded in the AssigneeRegister maintained by First Lien Agent; (ii) the consent of First Lien Agent (and so long as no Event of Default or event of default shall have occurred and be continuing, the consent of [Administrative Borrower and (as defined in the Administrative Agent First Lien Financing Agreement)]) as required for an effective assignment of the Assigned Amount Obligations [and Assigned Commitment] by the Assignor to the Assignee under Section 10.8(a) of the Credit Agreement shall have been duly obtained and shall be in full force and effect as of the Effective Date; (iii) the written notice of such assignment, together with payment instructions, addresses and related information with respect to each Assignee Party, shall have been given to Borrower and First Lien Agent; (iv) each Assignee Party shall pay to the Assignor all amounts due to the Assignor from such Assignee Party under this Assignment and Acceptance; (iv) the processing fee referred to in Section 2(b) hereof and in Section 10.8(a) of the Credit Agreement shall have been paid to the Administrative Agent; and (v) the Assignor each Assignee Party shall have assigned and the Assignee shall have assumed a percentage furnish cash collateral to First Lien Agent in an amount equal to the Assigneeproduct of (x) such Assignee Party's Applicable Percentage Pro Rata Share and (y) such amount as First Lien Agent determines is reasonably necessary to secure First Lien Agent and Assignor in connection with any issued and outstanding Letter of Credit Accommodations (as defined in the First Lien Financing Agreement) but not in any event in an amount greater than 105% of the rights aggregate undrawn face amount of such Letter of Credit Accommodations (any excess cash collateral for a Letter of Credit Accommodations remaining after the expiration or termination thereof to be promptly paid over to Second Lien Agent). (vi) Assignee shall reimburse First Lien Agent and obligations of Assignor from time to time for any documented expense (including reasonable attorneys' fees and legal expenses) in connection with any commissions, fees, costs or expenses related to any checks or other payments provisionally credited to the Assigned Obligations [and Assigned Commitment] assigned hereby as to which the Assignor under has not yet received final payment, to the Credit Agreement (if such agreement exists)extent not previously paid by Debtor and Guarantors. (b) Promptly following the execution of this Assignment and Acceptance, the Assignor shall deliver to the Borrower and the Administrative Agent First Lien Agent, for acknowledgment by the Administrative First Lien Agent, a Notice of Assignment in the form attached hereto as Schedule 1. [6. Administrative Agent. [INCLUDE ONLY IF ASSIGNOR IS ADMINISTRATIVE AGENT] (a) The Assignee hereby appoints and authorizes the Assignor to take such action as agent on its behalf and to exercise such powers under the Credit Agreement as are delegated to the Administrative Agent by the Lenders pursuant to the terms of the Credit AgreementSCHEDULE 2. (b) The Assignee shall assume no duties or obligations held by the Assignor in its capacity as Administrative Agent under the Credit Agreement.]

Effective Date; Notices. (a) As between the Assignor and the Assignee, the effective date for this Assignment and Acceptance shall be ___________, ____, 200_ (the "Effective DateEFFECTIVE DATE"); provided PROVIDED that the following conditions precedent have been satisfied on or before the Effective Date: (i) this Assignment and Acceptance shall be executed and delivered by the Assignor and each Assignee Party and shall be recorded in the AssigneeRegister maintained by First Lien Agent; (ii) the consent of First Lien Agent (and so long as no Event of Default or event of default shall have occurred and be continuing, the consent of [Administrative Borrower and (as defined in the Administrative Agent First Lien Financing Agreement)]) as required for an effective assignment of the Assigned Amount Obligations [and Assigned Commitment] by the Assignor to the Assignee under Section 10.8(a) of the Credit Agreement shall have been duly obtained and shall be in full force and effect as of the Effective Date; (iii) the written notice of such assignment, together with payment instructions, addresses and related information with respect to each Assignee Party, shall have been given to Borrower and First Lien Agent; (iv) each Assignee Party shall pay to the Assignor all amounts due to the Assignor from such Assignee Party under this Assignment and Acceptance; (iv) the processing fee referred to in Section 2(b) hereof and in Section 10.8(a) of the Credit Agreement shall have been paid to the Administrative Agent; and (v) each Assignee Party shall furnish cash collateral to First Lien Agent in an amount equal to such Assignee Party's Pro Rata Share. (vi) Assignee shall reimburse First Lien Agent and Assignor from time to time for any documented expense (including reasonable attorneys' fees and legal expenses) in connection with any commissions, fees, costs or expenses related to any checks or other payments provisionally credited to the Assigned Obligations [and Assigned Commitment] assigned hereby as to which the Assignor shall have assigned and the Assignee shall have assumed a percentage equal has not yet received final payment, to the Assignee's Applicable Percentage of the rights extent not previously paid by Debtor and obligations of the Assignor under the Credit Agreement (if such agreement exists)Guarantors. (b) Promptly following the execution of this Assignment and Acceptance, the Assignor shall deliver to the Borrower and the Administrative Agent First Lien Agent, for acknowledgment by the Administrative First Lien Agent, a Notice of Assignment in the form attached hereto as Schedule 1. [6. Administrative Agent. [INCLUDE ONLY IF ASSIGNOR IS ADMINISTRATIVE AGENT] (a) The Assignee hereby appoints and authorizes the Assignor to take such action as agent on its behalf and to exercise such powers under the Credit Agreement as are delegated to the Administrative Agent by the Lenders pursuant to the terms of the Credit AgreementSCHEDULE 2. (b) The Assignee shall assume no duties or obligations held by the Assignor in its capacity as Administrative Agent under the Credit Agreement.]

Effective Date; Notices. (a) As between the Assignor and the Assignee, the effective date for this Assignment and Acceptance shall be ___________, _____ 2000 (the "Effective DateEFFECTIVE DATE"); provided PROVIDED that the following conditions precedent have been satisfied on or before the Effective Date: (i) this Assignment and Acceptance shall be executed and delivered by the Assignor and the Assignee; (ii) the consent of the Borrower Company and the Administrative Agent Agent, if required for an effective assignment of the Assigned Amount Rights and Obligations by the Assignor to the Assignee under Section 10.8(a11.8(a) of the Credit Agreement Agreement, shall have been duly obtained and shall be in full force and effect as of the Effective Date; (iii) the Assignee shall pay to the Assignor all amounts due to the Assignor under this Assignment and Acceptance;; and (iv) the processing fee referred to in Section SECTION 2(b) hereof and in Section 10.8(a) of the Credit Agreement shall have been paid to the Administrative Agent; and (v) the Assignor shall have assigned and the Assignee shall have assumed a percentage equal to the Assignee's Applicable Percentage of the rights and obligations of the Assignor under the Credit Agreement (if such agreement exists). (b) Promptly following the execution of this Assignment and Acceptance, the Assignor shall deliver to the Borrower Company and the Administrative Agent Agent, for acknowledgment and consent by the Company and the Administrative Agent, a Notice of Assignment substantially in the form attached hereto as Schedule SCHEDULE 1. [6. Administrative AgentADMINISTRATIVE AGENT. [INCLUDE ONLY IF ASSIGNOR IS ADMINISTRATIVE AGENT] (a) The Assignee hereby appoints and authorizes the Assignor to take such action as agent Administrative Agent on its behalf and to exercise such powers under the Credit Agreement as are delegated to the Administrative Agent by the Lenders pursuant to the terms of the Credit Agreement. (b) The Assignee shall assume no duties or obligations held by the Assignor in its capacity as Administrative Agent under the Credit Agreement.]

Effective Date; Notices. (a) As between the Assignor and the Assignee, the effective date for this Assignment and Acceptance shall be ___________, _____ (the "Effective DateEFFECTIVE DATE"); provided PROVIDED that the following conditions precedent have been satisfied on or before the Effective Date: (i) this Assignment and Acceptance shall be executed and delivered by the Assignor and the Assignee; (ii) the consent of the Borrower Company and the Administrative Agent required for an effective assignment of the Assigned Amount by the Assignor to the Assignee under Section 10.8(a[ ](__) of the Credit Agreement shall have been duly obtained and shall be in full force and effect as of the Effective Date; (iii) the Assignee shall pay to the Assignor all amounts due to the Assignor under this Assignment and Acceptance; (iv) the Assignee shall have complied with Section [ ](__) of the Credit Agreement (if applicable); (v) the processing fee referred to in Section 2(b) hereof and in Section 10.8(a[ ](__) of the Credit Agreement shall have been paid to the Administrative Agent; and (vvi) the Assignor shall have assigned and the Assignee shall have assumed a percentage equal to the Assignee's Applicable Percentage Share of the rights and obligations of the Assignor under the Credit Agreement (if such agreement exists). (b) Promptly following the execution of this Assignment and Acceptance, the Assignor shall deliver to the Borrower Company [, the Issuing Bank] and the Administrative Agent for acknowledgment by the Administrative Agent, a Notice of Assignment [substantially] in the form attached hereto as Schedule SCHEDULE 1. [6. Administrative AgentAGENT. [INCLUDE ONLY IF ASSIGNOR IS ADMINISTRATIVE AGENT] (a) The Assignee hereby appoints and authorizes the Assignor to take such action as agent on its behalf and to exercise such powers under the Credit Agreement as are delegated to the Administrative Agent by the Lenders Banks pursuant to the terms of the Credit Agreement. (b) The Assignee shall assume no duties or obligations held by the Assignor in its capacity as Administrative Agent under the Credit Agreement.]