FORM OF ASSIGNMENT AND ACCEPTANCE. THIS ASSIGNMENT AND ACCEPTANCE (this “Assignment and Acceptance”) is made and entered into as of [ ], by and between [name of assignor] (the “Assignor”) and [name of assignee] (the “Assignee”). Reference is made to the Amended and Restated Revolving Credit and Term Loan Agreement, dated as of February 13, 2007, as amended by that certain First Amendment to Amended and Restated Revolving Credit and Term Loan Agreement, dated as of July 13, 2011, and as the same may be amended, restated, supplemented or otherwise modified from time to time and in effect on the date hereof, the “Credit Agreement”), among TC PipeLines, LP, a Delaware limited partnership, the Lenders from time to time party thereto and SunTrust Bank, as the Administrative Agent, the Issuing Bank and the Swingline Lender. Terms defined in the Credit Agreement are used herein with the same meanings. The Assignor hereby sells and assigns, without recourse, to the Assignee, and the Assignee hereby purchases and assumes, without recourse, from the Assignor, effective as of the Effective Date set forth below, the interests set forth below (the “Assigned Interest”) in the Assignor’s rights and obligations under the Credit Agreement, including, without limitation, the interests set forth below in the Term Loan of the Assignor on the Assignment Date and the Revolving Commitment of the Assignor on the Assignment Date and the Revolving Loans owing to the Assignor which are outstanding on the Assignment Date, together with the participations in the LC Exposure and the Swingline Exposure of the Assignor on the Assignment Date, but excluding accrued interest and fees to and excluding the Assignment Date. The Assignee hereby acknowledges receipt of a copy of the Credit Agreement. From and after the Assignment Date, (i) the Assignee shall be a party to and be bound by the provisions of the Credit Agreement and, to the extent of the Assigned Interest, have the rights and obligations of a Lender thereunder and (ii) the Assignor shall, to the extent of the Assigned Interest, relinquish its rights and be released from its obligations under the Credit Agreement. This Assignment and Acceptance is being delivered to the Administrative Agent together with (i) any documentation required to be delivered by the Assignee pursuant to Section 2.20(e) of the Credit Agreement, duly completed and executed by the Assignee, and (ii) if the Assignee is not already a Lender under the Credit Agreement, an Administrative Questionnaire in the form supplied by the Administrative Agent, duly completed by the Assignee. The Assignee shall pay the processing and recordation fee payable to the Administrative Agent pursuant to Section 10.4(b) of the Credit Agreement.
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Samples: Revolving Credit and Term Loan Agreement (Tc Pipelines Lp)
FORM OF ASSIGNMENT AND ACCEPTANCE. THIS ASSIGNMENT AND ACCEPTANCE (this “Assignment and Acceptance”) is made and entered into as of [ ], by and between [name of assignor] (the “Assignor”) and [name of assignee] (the “Assignee”). Reference is made to the Second Amended and Restated Revolving Credit and Term Loan Agreement, dated as of February 13October 31, 2007, 2006 (as amended by that certain First Amendment to Amended and Restated Revolving Credit and Term Loan Agreement, dated as of July 13, 2011, and as the same may be amended, restated, supplemented or otherwise modified from time to time and in effect on the date hereof, the “Credit Agreement”), among TC PipeLinesLifetime Brands, LPInc., a Delaware limited partnershipas Borrower, the Lenders from time to time party thereto named therein and SunTrust BankHSBC Bank USA, National Association, as the Administrative Agent, the Issuing Bank and the Swingline Lender. Terms defined in the Credit Agreement are used herein with the same meanings. The Assignor named below hereby sells and assigns, without recourse, to the AssigneeAssignee named below, and the Assignee hereby purchases and assumes, without recourse, from the Assignor, effective as of the Effective Date set forth belowAssignment Date, the interests set forth below (the “Assigned Interest”) in the Assignor’s 's rights and obligations under the Credit Agreement, including, without limitation, the interests set forth below in the Term Loan of the Assignor on the Assignment Date and [the Revolving Commitment of the Assignor on the Assignment Date and the Revolving Loans and Letter of Credit Exposure owing to the Assignor which that are outstanding on the Assignment Date, together with the participations in the LC Exposure and the Swingline Exposure of the Assignor on the Assignment DateDate]1, but excluding accrued interest and fees to and excluding the Assignment Date. The Assignee hereby acknowledges receipt of a copy of the Credit Agreement. From and after the Assignment Date, (ia) the Assignee shall be a party to and be bound by the provisions of the Credit Agreement and, to the extent of the Assigned Interest, have the rights and obligations of a Lender thereunder under the Loan Documents and (iib) the Assignor shall, to the extent of the Assigned Interest, relinquish its rights and be released from its obligations under the Credit AgreementLoan Documents. This Assignment and Acceptance is being delivered to the Administrative Agent Agent, together with (ia) if the Assignee is a Foreign Lender, any documentation required to be delivered by the Assignee pursuant to Section 2.20(e3.07(e) of the Credit Agreement, duly completed and executed by the Assignee, and (iib) except as otherwise provided in Section 10.04(b) of the Credit Agreement, if the Assignee is not already a Lender under the Credit Agreement, an Administrative Questionnaire in the form supplied by the Administrative Agent, duly completed by the Assignee. The Assignee [Assignee/Assignor]2 shall pay the processing and recordation fee payable to the Administrative Agent pursuant to Section 10.4(b10.04(b) of the Credit Agreement.. THIS ASSIGNMENT AND ACCEPTANCE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK. Date of Assignment: Legal Name of Assignor: Legal Name of Assignee: Assignee's Address for Notices: Effective Date of Assignment (the “Assignment Date”):
Appears in 1 contract
FORM OF ASSIGNMENT AND ACCEPTANCE. THIS ASSIGNMENT AND ACCEPTANCE (this “Assignment and Acceptance”) is made and entered into as of [ ], by and between [name of assignor] (the “Assignor”) and [name of assignee] (the “Assignee”). Reference is made to the Amended and Restated Revolving Credit and Term Loan Agreement, Agreement dated as of February 13May ___, 2007, 2010 (as amended by that certain First Amendment to Amended and Restated Revolving Credit and Term Loan Agreement, dated as of July 13, 2011, and as the same may be amended, restated, supplemented or otherwise modified from time to time and in effect on the date hereof, the “Credit Agreement”), among TC PipeLines, LPAMSURG CORP., a Delaware limited partnershipTennessee corporation, the Lenders from time to time party thereto and SunTrust Bank, as Administrative Agent for the Administrative Agent, the Issuing Bank and the Swingline LenderLenders. Terms defined in the Credit Agreement are used herein with the same meanings. The Assignor (as set forth below) hereby sells and assigns, without recourse, to the AssigneeAssignee designated below, and the Assignee hereby purchases and assumes, without recourse, from the Assignor, effective as of the Effective Assignment Date set forth below, the interests set forth below (the “"Assigned Interest”) in the Assignor’s rights and obligations under the Credit Agreement, including, without limitation, the interests set forth below in the Term Loan of the Assignor on the Assignment Date and the Revolving Commitment of the Assignor on the Assignment Date and the Revolving Loans owing to the Assignor which are outstanding on the Assignment Date, together with the participations in the LC Exposure and the Swingline Exposure of the Assignor on the Assignment Date, but excluding accrued interest and fees to and excluding the Assignment Date. The Assignee hereby acknowledges receipt of a copy of the Credit Agreement. From and after the Assignment Date, Date (i) the Assignee shall be a party to and be bound by the provisions of the Credit Agreement and, to the extent of the Assigned Interest, have the rights and obligations of a Lender thereunder and (ii) the Assignor shall, to the extent of the Assigned Interest, relinquish its rights and be released from its obligations under the Credit Agreement. This Assignment and Acceptance is being delivered to the Administrative Agent together with (i) if the Assignee is a Foreign Lender, any documentation required to be delivered by the Assignee pursuant to Section 2.20(e2.19(e) of the Credit Agreement, duly completed and executed by the Assignee, and (ii) if the Assignee is not already a Lender under the Credit Agreement, an Administrative Questionnaire in the form supplied by the Administrative Agent, duly completed by the Assignee. The Assignee shall pay the processing and recordation fee all fees payable to the Administrative Agent pursuant to Section 10.4(b) of the Credit Agreement. This Assignment and Acceptance shall be governed by and construed in accordance with the laws of the State of Tennessee. Date of Assignment: Legal Name of Assignor: Legal Name of Assignee: Assignee’s Address for Notices: Effective Date of Assignment: (“Assignment Date”): Facility Assigned Lenders thereunder) Revolving Loans: $ % The terms set forth above are hereby agreed to as of this , 20 : [NAME OF ASSIGNOR], as Assignor By: Title: [NAME OF ASSIGNEE], as Assignee By: Title: The undersigned hereby consents to the within assignment as of this , 20 : AMSURG CORP. SUNTRUST BANK, as Administrative Agent By: By: Title: Title: THIS SUBSIDIARY GUARANTEE AGREEMENT (this “Agreement”) is entered into by and between the undersigned Wholly Owned Subsidiaries (each such subsidiary individually, a “Guarantor” and collectively the “Guarantors”) of AMSURG CORP., a Tennessee corporation (the “Borrower”) in favor of SUNTRUST BANK, a Georgia state banking corporation as Administrative Agent (the “Administrative Agent”), for the ratable benefit of the Lenders as defined in the Credit Agreement referred to below, as of May ___, 2010.
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FORM OF ASSIGNMENT AND ACCEPTANCE. THIS ASSIGNMENT AND ACCEPTANCE (this “Assignment and Acceptance”) is made and entered into as of [ ], by and between [name of assignordate to be supplied] (the “Assignor”) and [name of assignee] (the “Assignee”). Reference is made to the Amended and Restated Revolving Credit and Term Loan Agreement, Agreement dated as of February 13, 2007, 2007 (as amended by that certain First Amendment to Amended and Restated Revolving Credit and Term Loan Agreement, dated as of July 13, 2011, and as the same may be amended, restated, supplemented or otherwise modified from time to time and in effect on the date hereof, the “Credit Agreement”), among TC PipeLines, LP, a Delaware limited partnership, the Lenders lenders from time to time party thereto and SunTrust Bank, as Administrative Agent (the “Administrative Agent, the Issuing Bank and the Swingline Lender”) for such lenders. Terms defined in the Credit Agreement are used herein with the same meanings. The Assignor [name of assignor] (the “Assignor”) (as designated below) hereby sells and assigns, without recourse, to [name of assignee] (the “Assignee”), and the Assignee hereby purchases and assumes, without recourse, from the Assignor, effective as of the Effective Assignment Date set forth below, the interests set forth below (the “Assigned Interest”) in the Assignor’s rights and obligations under the Credit Agreement, including, without limitation, the interests set forth below in the Term Loan of the Assignor on the Assignment Date and the Revolving Commitment of the Assignor on the Assignment Date and the Revolving Loans owing to the Assignor which are outstanding on the Assignment Date, together with the participations in the LC Exposure and the Swingline Exposure of the Assignor on the Assignment Date, but excluding accrued interest and fees to and excluding the Assignment Date. The Assignee hereby acknowledges receipt of a copy of the Credit Agreement. From and after the Assignment Date, (i) the Assignee shall be a party to and be bound by the provisions of the Credit Agreement and, to the extent of the Assigned Interest, have the rights and obligations of a Lender thereunder and (ii) the Assignor shall, to the extent of the Assigned Interest, relinquish its rights and be released from its obligations under the Credit Agreement. This Assignment and Acceptance is being delivered to the Administrative Agent together with (i) any documentation required to be delivered by the Assignee pursuant to Section 2.20(e) of the Credit Agreement, duly completed and executed by the Assignee, and (ii) if the Assignee is not already a Lender under the Credit Agreement, an Administrative Questionnaire in the form supplied by the Administrative Agent, duly completed by the Assignee. The Assignee shall pay the processing and recordation fee payable to the Administrative Agent pursuant to Section 10.4(b) of the Credit Agreement.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Tc Pipelines Lp)
