Common use of FORM OF AFFILIATED LENDER ASSIGNMENT AND ACCEPTANCE Clause in Contracts

FORM OF AFFILIATED LENDER ASSIGNMENT AND ACCEPTANCE. This Affiliated Lender Assignment and Acceptance (this “Assignment and Acceptance”) is dated as of the Effective Date set forth below and is entered into by and between the Assignor identified in item 1 below (the “Assignor”) and the Assignee identified in item 2 below (the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the ABL Credit Agreement identified below (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Acceptance as if set forth herein in full. The Assignor hereby irrevocably sells and assigns to the Assignee without recourse to the Assignor, and the Assignee hereby irrevocably purchases and assumes from the Assignor without recourse to the Assignor, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date set forth below, the interest set forth below (the “Assigned Interest”) in and to the Assignor’s rights and obligations under the Credit Agreement with respect to those credit facilities contained in the Credit Agreement as are set forth on Schedule 1 hereto (individually, an “Assigned Facility”; collectively, the “Assigned Facilities”), in a principal amount for each Assigned Facility as set forth below. Following the execution of this Assignment and Acceptance, it will be delivered to the Administrative Agent for recording pursuant to the Credit Agreement, effective as of the Effective Date (which shall not, unless otherwise agreed to by the Administrative Agent, be earlier than five Business Days after the date of such recording by the Administrative Agent). Each such sale and assignment is without recourse to the Assignor and, except as expressly provided in this Assignment and Acceptance, without representation or warranty by the Assignor.

Appears in 2 contracts

Samples: Abl Credit Agreement (Constellium Holdco B.V.), Abl Credit Agreement (Constellium Holdco B.V.)

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FORM OF AFFILIATED LENDER ASSIGNMENT AND ACCEPTANCE. This Affiliated Lender Assignment and Acceptance (this the Affiliated Lender Assignment and Acceptance”) is dated as of the Effective Date set forth below (as defined below) and is entered into by and between the Assignor identified in item 1 below [Insert name of Assignor] (the “Assignor”) and the Assignee identified in item 2 below [Insert names of Assignee(s)] (the “AssigneeAssignee[s]”). [It is understood and agreed that the rights and obligations of the Assignees hereunder are several and not joint]. Capitalized terms used but not defined herein shall have the meanings given to them in the ABL Credit Agreement identified below (as amended, supplemented or otherwise modified may be amended from time to time, the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the [the] [each] Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto (the “Standard Terms and Conditions”) are hereby agreed to and incorporated herein by reference and made a part of this Affiliated Lender Assignment and Acceptance as if set forth herein in full. The For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee without recourse to the Assignor[the] [each] Assignee, and the [the] [each] Assignee hereby irrevocably purchases and assumes from the Assignor without recourse to the Assignor, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date set forth below, inserted by the interest set forth Administrative Agent as contemplated below (the “Assigned Interest”i) in and to all of the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement with respect to those credit facilities contained in the Credit Agreement as are set forth on Schedule 1 hereto (individually, an “Assigned Facility”; collectively, the “Assigned Facilities”), in a principal amount for each Assigned Facility as set forth below. Following the execution of this Assignment and Acceptance, it will be any other documents or instruments delivered pursuant thereto to the Administrative Agent for recording pursuant extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of the Assignor under the respective facilities identified below and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assignor (in its capacity as a Lender) against any person, whether known or unknown, arising under or in connection with the Credit Agreement, effective as any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the Effective Date foregoing, including contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (which shall not, unless otherwise agreed i) above (the rights and obligations sold and assigned pursuant to by clauses (i) and (ii) above being referred to herein collectively as the Administrative Agent, be earlier than five Business Days after the date of such recording by the Administrative Agent“Assigned Interest”). Each such Such sale and assignment is without recourse to the Assignor and, except as expressly provided in this Affiliated Lender Assignment and Acceptance, without representation or warranty by the Assignor. 1. Assignor: ___________________________________________ [is an Affiliated Lender]. 2. Assignee[s]: ___________________________________ [is an Affiliated Lender]. 3. Administrative Agent: JEFFERIES FINANCE LLC 4. Credit Agreement: The Credit Agreement, dated as of December 15, 2020, among EXGEN RENEWABLES IV, LLC, a limited liability company organized under the laws of Delaware (the “Borrower”), EXGEN RENEWABLES IV HOLDING, LLC, a limited liability company organized under the laws of Delaware (“Holding”), the LENDERS party thereto from time to time, JEFFERIES FINANCE LLC, as Administrative Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Depositary Bank.

Appears in 1 contract

Samples: Pledge and Security Agreement (Exelon Generation Co LLC)

FORM OF AFFILIATED LENDER ASSIGNMENT AND ACCEPTANCE. This Affiliated Lender Assignment and Acceptance (this “Assignment and Acceptance”) is dated as of the Effective Date set forth below and is entered into by and between the Assignor identified in item 1 below (the “Assignor”) and the Assignee identified in item 2 below (the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the ABL Credit Agreement identified below (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Acceptance as if set forth herein in full. The Assignor hereby irrevocably sells and assigns to the Assignee without recourse to the Assignor, and the Assignee hereby irrevocably purchases and assumes from the Assignor without recourse to the Assignor, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date set forth below, the interest set forth below (the “Assigned Interest”) in and to the Assignor’s rights and obligations under the Credit Agreement with respect to those credit facilities contained in the Credit Agreement as are set forth on Schedule 1 hereto (individually, an “Assigned Facility”; collectively, the “Assigned Facilities”), in a principal amount for each Assigned Facility as set forth below. Following the execution of this Assignment and Acceptance, it will be delivered to the Administrative Agent for recording pursuant to the Credit Agreement, effective as of the Effective Date (which shall not, unless otherwise agreed to by the Administrative Agent, be earlier than five Business Days after the date of such recording by the Administrative Agent). Each such sale and assignment is without recourse to the Assignor and, except as expressly provided in this Assignment and Acceptance, without representation or warranty by the Assignor.

Appears in 1 contract

Samples: Credit Agreement (Noranda Aluminum Holding CORP)

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FORM OF AFFILIATED LENDER ASSIGNMENT AND ACCEPTANCE. This Affiliated Lender Assignment and Acceptance (this “the "Affiliated Lender Assignment and Acceptance") is dated as of the Effective Date set forth below and is entered into by and between the [the][each]11 Assignor identified in item 1 below (the “[the][each, an] "Assignor") and the [the][each]12 Assignee identified in item 2 below (the “[the][each, an] "Assignee"). [It is understood and agreed that the rights and obligations of [the Assignors][the Assignees]13 hereunder are several and not joint.]14 Capitalized terms used but not defined herein shall have the meanings given to them in the ABL Credit Agreement identified below (as amended, supplemented amended and restated, supplemented, restated or otherwise modified from time to time, the "Credit Agreement"), receipt of a copy of which is hereby acknowledged by the [the][each] Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Affiliated Lender Assignment and Acceptance as if set forth herein in full. The For an agreed consideration, [the][each] Assignor hereby irrevocably sells and assigns to [the Assignee without recourse to the AssignorAssignee][the respective Assignees], and the [the][each] Assignee hereby irrevocably purchases and assumes from [the Assignor without recourse to the AssignorAssignor][the respective Assignors], subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date set forth below, inserted by the interest set forth Administrative Agent as contemplated below (i) all of [the “Assigned Interest”) in and to the Assignor’s Assignor’s][the respective Assignors’] rights and obligations in [its capacity as a Lender][their respective capacities as Lenders] under the Credit Agreement with respect to those credit facilities contained in the Credit Agreement as are set forth on Schedule 1 hereto (individually, an “Assigned Facility”; collectively, the “Assigned Facilities”), in a principal amount for each Assigned Facility as set forth below. Following the execution of this Assignment and Acceptance, it will be any other documents or instruments delivered pursuant thereto to the Administrative Agent for recording pursuant extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of [the Assignor][the respective Assignors] under the facility identified below (including without limitation any guarantees included in such facility) and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of [the Assignor (in its capacity as a Lender)][the respective Assignors (in their respective capacities as Lenders)] against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, effective as any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the Effective Date foregoing, including, but not limited to, contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (which shall not, unless otherwise agreed i) above (the rights and obligations sold and assigned by [the][any] Assignor to by the Administrative Agent, be earlier than five Business Days after the date of such recording by the Administrative Agent[the][any] Assignee pursuant to clauses (i) and (ii) above being referred to herein collectively as [the][an] "Assigned Interest"). Each such sale and assignment is without recourse to the [the][any] Assignor and, except as expressly provided in this Affiliated Lender Assignment and Acceptance, without representation or warranty by the [the][any] Assignor.

Appears in 1 contract

Samples: Credit Agreement (Hi-Crush Partners LP)

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