Common use of PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES Clause in Contracts

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) Lender and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates with respect to the Debentures, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of Lender or the Agent hereunder vis-a-vis Borrower. In the event that all or any portion of the Loan shall be at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by Lender or the Agent hereunder (herein "Action"), shall be such action as taken by the holder of a majority in amount of the Principal Amount of the Debentures then outstanding, as such holder are recorded on the books of Borrower and represented by the Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective on the books of Borrower only upon (i) endorsement of the Debentures, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures to Borrower for issue of a replacement Debentures, in the name of the new holder; and (ii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The Debentures may be sold, transferred or assigned only to Affiliates of Lender or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000).

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) Lender The Lenders and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates with respect to the Debentures, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of any such Lender or the Agent hereunder vis-a-vis Borrower. In the event that all or any portion of the Loan shall be be, at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by any Lender or the Agent hereunder (herein "Action"), shall be such action as taken by the holder holders of a majority in amount of the Principal Amount of the Debentures then outstanding, as such holder holders are recorded on the books of Borrower and represented by the Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective on the books of Borrower only upon (i) endorsement of the DebenturesDebenture, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures Debenture to Borrower for issue of a replacement Debenture, or Debentures, in the name of the new holder; and (ii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The Debentures may be sold, transferred or assigned only to Affiliates of Lender the Lenders or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000).

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) The Lender and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates with respect to the Debentures, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of such Lender or the Agent hereunder vis-a-vis Borrower. In the event that all or any portion of the Loan shall be be, at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by Lender or the Agent hereunder (herein "Action"), shall be such action as taken by the holder holders of a majority in amount of the Principal Amount of the Debentures then outstanding, as such holder holders are recorded on the books of the Borrower and represented by the Lender's Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective effective, on the books of the Borrower only upon (i) endorsement of the DebenturesDebenture, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures Debenture to the Borrower for issue of a replacement Debenture, or Debentures, in the name of the new holder; (ii) a designation by the holders of a single Lender's Agent for Notice, such agent to be the sole party to whom Borrower shall be required to provide notice when notice to Lender is required hereunder and who shall be the sole party authorized to represent Lender in regard to modification or waivers under the Debenture, this Agreement, or other Loan Documents; and (iiiii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The So long as the Borrower is not in default hereunder, the Lender shall not sell or assign an interest in the Debentures may be sold, transferred or assigned only rights under this Agreement to Affiliates of any Person that the Borrower reasonably identifies to Lender or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000)as being engaged as a competitor.

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) The Lender and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates Lender with respect to the Debentures, or to sell all or any part of the Debentures, but any such participation or sale sales shall not affect the rights and duties of such Lender or the Agent hereunder vis-a-vis Borrower. In the event that all or any portion of the this Loan shall be be, at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by Lender or the Agent hereunder (herein "Action"), shall be such action as taken by the holder holders of a majority in amount of the Principal Amount of the Debentures then outstanding, as such holder holders are recorded on the books of the Borrower and represented by the Lender's Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective effective, on the books of Borrower the Borrower, only upon (i) endorsement of the DebenturesDebenture, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures Debenture to the Borrower for issue of a replacement Debenture, or Debentures, in the name of the new holder; (ii) a designation by the holders of a single Lender's Agent for Notice, such agent to be the sole party to whom Borrower shall be required to provide notice when notice to Lender is required hereunder and who shall be the sole party authorized to represent Lender in regard to modification or waivers under the Debenture, the Loan Agreement, or other Loan Documents; and (iiiii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The So long as the Borrower is not in default hereunder, the Lender shall not sell or assign an interest in the Debentures may be sold, transferred or assigned only rights under the Loan Agreement to Affiliates of any person or company that the Borrower reasonably identifies to Lender or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000)as being engaged as a direct competitor.

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) Lender and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates with respect to the Debentures, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of Lender or the Agent hereunder vis-aà-vis Borrower. In the event that all or any portion of the Loan shall be at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by Lender or the Agent hereunder (herein "“Action"”), shall be such action as taken by the holder of a majority in amount of the Principal Amount of the Debentures then outstanding, as such holder are recorded on the books of Borrower and represented by the Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective on the books of Borrower only upon (i) endorsement of the Debentures, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures to Borrower for issue of a replacement Debentures, in the name of the new holder; and (ii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. . (c) The Debentures may be sold, transferred or assigned only to Affiliates of Lender or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000).. Section 11.08

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) Lender and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates with respect to the Debentures, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of Lender or the Agent hereunder vis-a-vis Borrower. In the event that all or any portion of the Loan shall be at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by Lender or the Agent hereunder (herein "Action"), shall be such action as taken by the holder of a majority in amount of the Principal Amount of the Debentures then outstanding, as such holder are recorded on the books of Borrower and represented by the Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective on the books of Borrower only upon (i) endorsement of the Debentures, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures to Borrower for issue of a replacement Debentures, in the name of the new holder; and (ii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The Debentures may be sold, transferred or assigned only to Affiliates of Lender or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000).

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) Lender The Lenders and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates with respect to the DebenturesDebentures or its affiliates, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of any such Lender or the Agent hereunder vis-a-vis Borrower. In the event that all or any portion of the Loan shall be be, at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by any Lender or the Agent hereunder (herein "Action"), shall be such action as taken by the holder holders of a majority AGREEMENT (CONTINUED) in amount of the Principal Amount of the Debentures then outstanding, as such holder holders are recorded on the books of the Borrower and represented by the Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective effective, on the books of the Borrower only upon (i) endorsement of the DebenturesDebenture, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures Debenture to the Borrower for issue of a replacement Debenture, or Debentures, in the name of the new holder; and (ii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The Debentures may be sold, transferred or assigned only to Affiliates of Lender the Lenders or permitted transferees transferees. With the consent of the Borrower, which shall not be unreasonably withheld, BOCPII may sell, transfer or assign no less than $5 million principal amount of Debentures, in multiples of One Hundred Thousand Dollars any case, to not more than three ($100,0003) unaffiliated purchasers or their affiliates (if they act through an agent).

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) The Lender and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates Lender with respect to the Debentures, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of such Lender or the Agent hereunder vis-a-vis Borrower. In the event that all or any portion of the this Loan shall be be, at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by Lender or the Agent hereunder (herein "Action"), shall be such action as taken by the holder holders of a majority in amount of the Principal Amount of the Debentures then outstanding, as such holder holders are recorded on the books of the Borrower and represented by the Lender's Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective effective, on the books of Borrower the Borrower, only upon (i) endorsement of the DebenturesDebenture, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures to Borrower for issue of a replacement Debentures, in the name of the new holder; and (ii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The Debentures may be sold, transferred or assigned only to Affiliates of Lender or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000).such

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) The Lender and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates Lender with respect to the Debentures, or to sell all or any part of the Debentures, but any such participation or sale sales shall not affect the rights and duties of such Lender or the Agent hereunder vis-ai-vis Borrower. In the event that all or any portion of the this Loan shall be be, at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by Lender or the Agent hereunder (herein "Action"), shall be such action as taken by the holder holders of a majority in amount of the Principal principal Amount of the Debentures then outstanding, as such holder holders are recorded on the books of the Borrower and represented by the Lender's Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective effective, on the books of Borrower the Borrower, only upon (i) endorsement of the DebenturesDebenture, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures Debenture to the Borrower for issue of a replacement Debenture, or Debentures, in the name of the new holder; (ii) a designation by the holders of a single Lender's Agent for Notice, such agent to be the sole party to whom Borrower shall be required to provide notice when notice to Lender is required hereunder and who shall be the sole party authorized to represent Lender in regard to modification or waivers under the Debenture, the Loan Agreement, or other Loan Documents; and (iiiii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The So long as the Borrower is not in default hereunder, the Lender shall not sell or assign an interest in the Debentures may be sold, transferred or assigned only rights under the Loan Agreement to Affiliates of any person or company that the Borrower reasonably identifies to Lender or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000)as being engaged as a direct competitor.

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) Lender The Lenders and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates with respect to the Debentures, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of any such Lender or the Agent hereunder vis-a-vis Borrower. In the event that all or any portion of the Loan shall be be, at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by any Lender or the Agent hereunder (herein "Action"), shall be such action as taken by the holder holders of a majority in amount of the Principal Amount of the Debentures then outstanding, as such holder holders are recorded on the books of Borrower and represented by the Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective effective, on the books of Borrower only upon (i) endorsement of the DebenturesDebenture, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures Debenture to Borrower for issue of a replacement Debenture, or Debentures, in the name of the new holder; and (ii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The Debentures may be sold, transferred or assigned only to Affiliates of Lender the Lenders or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000).

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) The Lender and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates with respect to the Debentures, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of such Lender or the Agent hereunder vis-a-vis vis-++-vis Borrower. In the event that all or any portion of the Loan shall be be, at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by Lender or the Agent hereunder (herein "Action"), shall be such action as taken by the holder holders of a majority in amount of the Principal Amount of the Debentures then outstanding, as such holder holders are recorded on the books of the Borrower and represented by the Lender's Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective effective, on the books of the Borrower only upon (i) endorsement of the DebenturesDebenture, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures Debenture to the Borrower for issue of a replacement Debenture, or Debentures, in the name of the new holder; (ii) a designation by the holders of a single Lender's Agent for Notice, such agent to be the sole party to whom Borrower shall be required to provide notice when notice to Lender is required hereunder and who shall be the sole party authorized to represent Lender in regard to modification or waivers under the Debenture, the Agreement, or other Loan Documents; and (iiiii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The So long as the Borrower is not in default hereunder, the Lender shall not sell or assign an interest in the Debentures may be sold, transferred or assigned only rights under the Agreement to Affiliates of any Person that the Borrower reasonably identifies to Lender or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000)as being engaged as a competitor.

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) The Lender and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates with respect to the Debentures, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of such Lender or the Agent hereunder vis-a-vis Borrower. In the event that all or any portion of the Loan shall be be, at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by Lender or the Agent hereunder (herein "Action"), shall be such action as taken by the holder of a majority Majority in amount of the Principal Amount of the Debentures then outstanding, as such holder are recorded on the books of Borrower and represented by the Agent as described in subsection (b) belowInterest. (b) Assignment or sale of the Debentures shall be effective effective, on the books of the Borrower only upon (i) endorsement of the DebenturesDebenture, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures Debenture to the Borrower for issue of a replacement Debenture, or Debentures, in the name of the new holder; (ii) a designation by the holders of a single Lender' Agent for Notice, such agent to be the sole party to whom Borrower shall be required to provide notice when notice to Lender are required hereunder and who shall be the sole party authorized to represent Lender in regard to modification or waivers under the Debenture, this Agreement, or other Loan Documents; and (iiiii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The So long as the Borrower is not in default hereunder, the Lender shall not sell or assign an interest in the Debentures may be sold, transferred or assigned only rights under this Agreement to Affiliates of any Person that the Borrower reasonably identifies to Lender or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000)as being engaged as a competitor.

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) Lender and the Agent The Lenders shall have the right to enter into a participation agreement with any other party or its Affiliates with respect to the Debentures, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of Lender or the Agent such Lenders hereunder vis-a-vis Borrower. In the event that all or any portion of the Loan shall be be, at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by Lender or the Agent Lenders hereunder (herein "Action"), shall be such action as taken by the holder of a majority Majority in amount of the Principal Amount of the Debentures then outstanding, as such holder are recorded on the books of Borrower and represented by the Agent as described in subsection (b) belowInterest. (b) Assignment or sale of the Debentures shall be effective effective, on the books of the Borrower only upon (i) endorsement of the DebenturesDebenture, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures Debenture to the Borrower for issue of a replacement Debenture, or Debentures, in the name of the new holder; (ii) a designation by the holders of a single Lenders' Agent for Notice, such agent to be the sole party to whom Borrower shall be required to provide notice when notice to Lenders are required hereunder and who shall be the sole party authorized to represent Lenders in regard to modification or waivers under the Debenture, this Agreement, or other Loan Documents; and (iiiii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The Debentures may be sold, transferred or assigned only to Affiliates of Lender or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000).

PARTICIPATIONS AND ASSIGNMENTS OF THE DEBENTURES. (a) The Lender and the Agent shall have the right to enter into a participation agreement with any other party or its Affiliates Lender with respect to the Debentures, or to sell all or any part of the Debentures, but any participation or sale shall not affect the rights and duties of such Lender or the Agent hereunder vis-a-vis Borrower. In the event that all or any portion of the this Loan shall be be, at any time, assigned, transferred or conveyed to other parties, any action, consent or waiver (except for compromise or extension of maturity), to be given or taken by Lender or the Agent hereunder (herein therein "Action"), shall be such action as taken by the holder holders of a majority in amount of the Principal Amount of the Debentures then outstanding, as such holder holders are recorded on the books of the Borrower and represented by the Lender's Agent as described in subsection (b) below. (b) Assignment or sale of the Debentures shall be effective effective, on the books of Borrower the Borrower, only upon (i) endorsement of the DebenturesDebenture, or part thereof, to the proposed new holder, along with a current notation of the amount of payments or installments received and net Principal Amount yet unfunded or unpaid, and presentment of such Debentures Debenture to the Borrower for issue of a replacement Debenture, or Debentures, in the name of the new holder; (ii) a designation by the holders of a single Lender's Agent for Notice, such agent to be the sole party to whom Borrower shah be required to provide notice when notice to Lender is required hereunder and who shall be the sole party authorized to represent Lender in regard to modification or waivers under the Debenture, the Loan Agreement, or other Loan Documents; and (iiiii) delivery of an opinion of counsel, reasonably satisfactory to Borrower, that transfer shall not require registration or qualification under applicable state or federal securities laws. (c) The So long as the Borrower is not in default hereunder, the Lender shall not sell or assign an interest in the Debentures may be sold, transferred or assigned only rights under the Loan Agreement to Affiliates of any Person that the Borrower reasonably identifies to Lender or permitted transferees in multiples of One Hundred Thousand Dollars ($100,000)as being engaged as a competitor.