Common use of Financing Assignment Clause in Contracts

Financing Assignment. (i) Seller, with the prior written consent of Purchaser, which shall not be unreasonably withheld, conditioned, or delayed, may grant a security interest in its rights and obligations under this Agreement to any Financing Party as security for any loan or other investment (in the form of debt, equity, lease financing or otherwise) made to Seller; provided, that no such grant shall relieve Seller of any of its duties, responsibilities, or obligations hereunder. In connection with a request for a financing assignment, Seller shall provide Notice to Purchaser of the name, address, telephone number and email address of any Financing Party to which Seller intends to assign its interest hereunder. Such Notice shall include the name of the Financing Party to whom all written and telephonic communications may be addressed. Seller shall promptly give Purchaser Notice of any change in the information provided in the initial Notice or any revised Notice. (ii) If such financing assignment is approved by Purchaser under Section 14.2(b)(i), the following provisions shall apply: (A) Financing Party shall have the right, but not the obligation, to perform any act required to be performed by Seller under this Agreement to prevent or cure a Seller Event of Default, and such act performed by Financing Party shall be as effective to prevent or cure a default as if done by Seller. (B) Promptly following the receipt of a written request from Seller or any Financing Party, Purchaser shall execute or arrange for the delivery of such certificates, consents and other documents as may be reasonably requested and necessary for Seller to consummate any financing or refinancing and will enter into reasonable agreements, in each case in a form customarily used in such transactions and approved by Purchaser’s Division Counsel, with such Financing Party that provide that Purchaser recognizes the rights of such Financing Party upon foreclosure of Financing Party’s security interest and such other provisions as may be reasonably requested by any such Financing Party; provided, however, that any such consent or agreement shall not constitute an amendment or modification of this Agreement unless Purchaser otherwise agrees in writing, in its sole discretion; and provided, further, that such consent or agreement does not adversely affect, or is not reasonably likely to adversely affect, any of Purchaser’s rights, benefits, risks and/or obligations under this Agreement.

Financing Assignment. (i) Seller, with the prior written consent of Purchaser, which shall not be unreasonably withheld, conditioned, or delayed, may grant a security interest in its rights and obligations under this Agreement to any Financing Party as security for any loan or other investment (in the form of debt, equity, lease financing or otherwise) made to Seller; provided, that no such grant shall relieve Seller of any of its duties, responsibilities, or obligations hereunder. In connection with a request for a financing assignment, Seller shall provide Notice to Purchaser of the name, address, telephone number and email address of any Financing Party to which Seller intends to assign its interest hereunder. Such Notice shall include the name of the Financing Party to whom all written and telephonic communications may be addressed. Seller shall promptly give Purchaser Notice of any change in the information provided in the initial Notice or any revised Notice. (ii) If such financing assignment is approved by Purchaser under Section 14.2(b)(i), the following provisions shall apply: (A) Financing Party shall have the right, but not the obligation, to perform any act required to be performed by Seller under this Agreement to prevent or cure a Seller Event of Default, and such act performed by Financing Party shall be as effective to prevent or cure a default as if done by Seller. (B) Promptly following the receipt of a written request from Seller or any Financing Party, Purchaser shall execute or arrange for the delivery of such certificates, consents and other documents as may be reasonably requested and necessary for Seller to consummate any financing or refinancing and will enter into reasonable agreements, in each case in a form customarily used in such transactions and approved by Purchaserthe Fairfax County Attorney’s Division CounselOffice, with such Financing Party that provide that Purchaser recognizes the rights of such Financing Party upon foreclosure of Financing Party’s security interest and such other provisions as may be reasonably requested by any such Financing Party; provided, however, that any such consent or agreement shall not constitute an amendment or modification of this Agreement or the Lease unless Purchaser otherwise agrees in writing, in its sole discretion; and provided, further, that such consent or agreement does not adversely affect, or is not reasonably likely to adversely affect, any of Purchaser’s rights, benefits, risks and/or obligations under this Agreement.

Financing Assignment. (i) Seller, with the prior written consent of Purchaser, which shall such consent not to be unreasonably withheld, conditioned, or delayed, may grant a security interest in its rights and obligations under this Agreement to any Financing Party as security for any loan or other investment (in the form of debt, equity, lease financing or otherwise) made to Seller; provided, that no such grant shall relieve Seller of any of its duties, responsibilities, or obligations hereunder. In connection with a request for a financing assignment, Seller shall provide Notice to Purchaser of the name, address, telephone number and email address of any Financing Party to which Seller intends to assign its interest hereunder. Such Notice shall include the name of the Financing Party to whom all written and telephonic communications may be addressed. Seller shall promptly give Purchaser Notice of any change in the information provided in the initial Notice or any revised Notice. (ii) If such financing assignment is approved by Purchaser [Purchaser]3 under Section 14.2(b)(i), the following provisions shall apply: (A) Financing Party shall have the right, but not the obligation, to perform any act required to be performed by Seller under this Agreement to prevent or cure a Seller Event of Default, and such act performed by Financing Party shall be as effective to prevent or cure a default as if done by Seller. (B) Promptly following the receipt of a written request from Seller or any Financing Party, Purchaser shall execute or arrange for the delivery of such certificates, consents and other documents as may be reasonably requested and necessary for Seller to consummate any financing or refinancing and will enter into reasonable agreements, in each case in a form customarily used in such transactions and approved by Purchaserthe San Xxxx County Attorney’s Division CounselOffice, with such Financing Party that provide that Purchaser recognizes the rights of such Financing Party upon foreclosure of Financing Party’s security interest and 2 NTD: Purchaser entity/individual to be specified. such other provisions as may be reasonably requested by any such Financing Party; provided, however, that any such consent or agreement shall not constitute an amendment or modification of this Agreement or the Lease unless Purchaser otherwise agrees in writing, in its sole discretion; and provided, further, that such consent or agreement does not adversely affect, or is not reasonably likely to adversely affect, any of Purchaser’s rights, benefits, risks and/or obligations under this Agreement.

Financing Assignment. DocuSign Envelope ID: E7F8C3BA-0A7D-40B7-90AD-68B83985A9C1 (i) Seller, with the prior written consent of Purchaser, which shall not be unreasonably withheld, conditioned, or delayed, may grant a security interest in its rights and obligations under this Agreement to any Financing Party as security for any loan or other investment (in the form of debt, equity, lease financing or otherwise) made to Seller; provided, that no such grant shall relieve Seller of any of its duties, responsibilities, or obligations hereunder. In connection with a request for a financing assignment, Seller shall provide Notice to Purchaser of the name, address, telephone number and email address of any Financing Party to which Seller intends to assign its interest hereunder. Such Notice shall include the name of the Financing Party to whom all written and telephonic communications may be addressed. Seller shall promptly give Purchaser Notice of any change in the information provided in the initial Notice or any revised Notice. (ii) If such financing assignment is approved by Purchaser under Section 14.2(b)(i), the following provisions shall apply: (A) Financing Party shall have the right, but not the obligation, to perform any act required to be performed by Seller under this Agreement to prevent or cure a Seller Event of Default, and such act performed by Financing Party shall be as effective to prevent or cure a default as if done by Seller. (B) Promptly following the receipt of a written request from Seller or any Financing Party, Purchaser shall execute or arrange for the delivery of such certificates, consents and other documents as may be reasonably requested and necessary for Seller to consummate any financing or refinancing and will enter into reasonable agreements, in each case in a form customarily used in such transactions and approved by Purchaserthe Fairfax County Attorney’s Division CounselOffice, with such Financing Party that provide that Purchaser recognizes the rights of such Financing Party upon foreclosure of Financing Party’s security interest and such other provisions as may be reasonably requested by any such Financing Party; provided, however, that any such consent or agreement shall not constitute an amendment or modification of this Agreement or the Lease unless Purchaser otherwise agrees in writing, in its sole discretion; and provided, further, that such consent or agreement does not adversely affect, or is not reasonably likely to adversely affect, any of Purchaser’s rights, benefits, risks and/or obligations under this Agreement.

Financing Assignment. (i) Seller, with the prior written consent of Purchaser, which shall such consent not to be unreasonably withheld, conditioned, or delayed, may grant a security interest in its rights and obligations under this Agreement to any Financing Party as security for any loan or other investment (in the form of debt, equity, lease financing or otherwise) made to Seller; provided, that no such grant shall relieve Seller of any of its duties, responsibilities, or obligations hereunder. In connection with a request for a financing assignment, Seller shall provide Notice to Purchaser of the name, address, telephone number and email address of any Financing Party to which Seller intends to assign its interest hereunder. Such Notice shall include the name of the Financing Party to whom all written and telephonic communications may be addressed. Seller shall promptly give Purchaser Notice of any change in the information provided in the initial Notice or any revised Notice. (ii) If such financing assignment is approved by Purchaser under Section 14.2(b)(i), the following provisions shall apply: (A) Financing Party shall have the right, but not the obligation, to perform any act required to be performed by Seller under this Agreement to prevent or cure a Seller Event of Default, and such act performed by Financing Party shall be as effective to prevent or cure a default as if done by Seller. (B) Promptly following the receipt of a written request from Seller or any Financing Party, Purchaser shall execute or arrange for the delivery of such certificates, consents and other documents as may be reasonably requested and necessary for Seller to consummate any financing or refinancing and will enter into reasonable agreements, in each case in a form customarily used in such transactions and approved by Purchaserthe Fairfax County Attorney’s Division CounselOffice, with such Financing Party that provide that Purchaser recognizes the rights of such Financing Party upon foreclosure of Financing Party’s security interest and such other provisions as may be reasonably requested by any such Financing Party; provided, however, that any such consent or agreement shall not constitute an amendment or modification of this Agreement or the Lease unless Purchaser otherwise agrees in writing, in its sole discretion; and provided, further, that such consent or agreement does not adversely affect, or is not reasonably likely to adversely affect, any of Purchaser’s rights, benefits, risks and/or obligations under this Agreement.

Financing Assignment. (i) Seller, with the prior written consent of Purchaser, which shall such consent not to be unreasonably withheld, conditioned, or delayed, may grant a security interest in its rights and obligations under this Agreement to any Financing Party as security for any loan or other investment (in the form of debt, equity, lease financing or otherwise) made to Seller; provided, that no such grant shall relieve Seller of any of its duties, responsibilities, or obligations hereunder. In connection with a request for a financing assignment, Seller shall provide Notice to Purchaser of the name, address, telephone number and email address of any Financing Party to which Seller intends to assign its interest hereunder. Such Notice shall include the name of the Financing Party to whom all written and telephonic communications may be addressed. Seller shall promptly give Purchaser Notice of any change in the information provided in the initial Notice or any revised Notice. (ii) If such financing assignment is approved by Purchaser [Purchaser] under Section 14.2(b)(i14.2(B)(i), the following provisions shall apply: (A) Financing Party shall have the right, but not the obligation, to perform any act required to be performed by Seller under this Agreement to prevent or cure a Seller Event of Default, and such act performed by Financing Party shall be as effective to prevent or cure a default as if done by Seller. (B) . Promptly following the receipt of a written request from Seller or any Financing Party, Purchaser shall execute or arrange for the delivery of such certificates, consents and other documents as may be reasonably requested and necessary for Seller to consummate any financing or refinancing and will enter into reasonable agreements, in each case in a form customarily used in such transactions and approved by Purchaserthe Loudoun County Attorney’s Division CounselOffice, with such Financing Party that provide that Purchaser recognizes the rights of such Financing Party upon foreclosure of Financing Party’s security interest and such other provisions as may be reasonably requested by any such Financing Party; provided, however, that any such consent or agreement shall not constitute an amendment or modification of this Agreement or the Lease unless Purchaser otherwise agrees in writing, in its sole discretion; and provided, further, that such consent or agreement does not adversely affect, or is not reasonably likely to adversely affect, any of Purchaser’s rights, benefits, risks and/or obligations under this Agreement.

Financing Assignment. (i) Seller, with the prior written consent of Purchaser, which shall not be unreasonably withheld, conditioned, or delayed, may grant a security interest in its rights and obligations under this Agreement to any Financing Party as security for any loan or other investment (in the form of debt, equity, lease financing or otherwise) made to Seller; provided, that no such grant shall relieve Seller of any of its duties, responsibilities, or obligations hereunder. In connection with a request for a financing assignment, Seller shall provide Notice to Purchaser of the name, address, telephone number and email address of any Financing Party to which Seller intends to assign its interest hereunder. Such Notice shall include the name of the Financing Party to whom all written and telephonic communications may be addressed. Seller shall promptly give Purchaser Notice of any change in the information provided in the initial Notice or any revised Notice. (ii) If such financing assignment is approved by Purchaser under Section 14.2(b)(i), the following provisions shall apply: (A) Financing Party shall have the right, but not the obligation, to perform any act required to be performed by Seller under this Agreement to prevent or cure a Seller Event of Default, and such act performed by Financing Party shall be as effective to prevent or cure a default as if done by Seller.. DocuSign Envelope ID: B0A47EA5-ADDC-4324-853B-09D49711DBFF (B) Promptly following the receipt of a written request from Seller or any Financing Party, Purchaser shall execute or arrange for the delivery of such certificates, consents and other documents as may be reasonably requested and necessary for Seller to consummate any financing or refinancing and will enter into reasonable agreements, in each case in a form customarily used in such transactions and approved by Purchaserthe Fairfax County Attorney’s Division CounselOffice, with such Financing Party that provide that Purchaser recognizes the rights of such Financing Party upon foreclosure of Financing Party’s security interest and such other provisions as may be reasonably requested by any such Financing Party; provided, however, that any such consent or agreement shall not constitute an amendment or modification of this Agreement or the Lease unless Purchaser otherwise agrees in writing, in its sole discretion; and provided, further, that such consent or agreement does not adversely affect, or is not reasonably likely to adversely affect, any of Purchaser’s rights, benefits, risks and/or obligations under this Agreement.