Participations; Assignments. Seller understands that Buyer may from time to time transfer and assign its rights under this Agreement to one or more assignees. Seller hereby consents to these transfers and assignments by Buyer to one or more assignees. Seller hereby consents that any such assignee may exercise the rights of the Buyer hereunder. Seller further hereby consents and acknowledges that any and all defenses, claims or counterclaims that it may have against the Buyer shall be limited to, and may only be brought against Buyer and may not extend to any assignee, including, but not limited to, the funding obligations. Seller and Buyer intend that any and all direct or indirect assignees of the Buyer of the type set forth above shall be the third party beneficiaries of this Agreement.
Participations; Assignments. Each Lender may assign, or sell participations in, all or any part of its Commitment, or of its ratable share of the Liabilities to another bank or other entity. Each assignment shall be in the minimum amount of $5,000,000.00 and the proposed assignee shall be subject to the prior written approval of Borrowers (which approval shall not be required if a Default or Event of Default has occurred and is continuing and shall not be otherwise unreasonably withheld) and Agent (which approval shall not be unreasonably withheld) (except that no such consent shall be required in connection with an assignment or participation sold by a Lender to (A) another bank controlled by such Lender or its holding company or (B) another Lender). In the event of an assignment or participation, (A) in the case of an assignment, the assignee shall become a signatory hereto by execution of an Assignment and Acceptance Agreement substantially in the form of Exhibit 9.12 attached hereto, and upon notice thereof by such Lender to Borrowers with a copy to Agent, and upon payment to Agent by the parties to the assignment of a processing and recordation fee of $3,000.00, the assignee shall have, to the extent of such assignment (unless otherwise provided therein), the same rights, benefits and obligations as any other Lender hereunder; and (B) in the case of a participation, the participant shall have no rights under the Loan Documents and all amounts payable by Borrowers hereunder and under the other Loan Documents shall be determined as if such Lender had not sold such participation. The agreement executed by such Lender in favor of the participant shall not give the participant the right to require such Lender to take or omit to take any action hereunder except action directly relating to any of the actions described in Sections 9.10 (A), (B), (C), (D) or (I) hereof. Lenders may furnish any information concerning Borrowers in the possession of Lenders from time to time to assignees and participants (including prospective assignees and participants); provided that Lenders shall require any such prospective assignee or such participant (prospective or otherwise) to agree in writing to maintain the confidentiality of such information. In addition to the assignments and participations permitted under this Section, any Lender may assign and pledge all or any portion of its Commitment, Liabilities and Notes to any Federal Reserve Bank as collateral security pursuant to Regulation A of the Bo...
Participations; Assignments. DFS may, without the consent of Borrower, grant participations in or assign, at any time and from time to time hereafter, its interest in this Agreement or any Loan Document, or of any portion thereof.
Participations; Assignments. Seller understands that Buyer may from time to time transfer and assign its right under this Agreement to one or more assignees. Seller hereby consents to these transfers and assignments by Buyer to one or more assignees. Seller hereby consents that any such assignee may exercise the rights of the Buyer hereunder. Seller further hereby consents and acknowledges that any and all defenses, claims or counterclaims that it may have, against the Buyer shall be limited to, and may only be brought: against Buyer and may not extend to any assignee, including, but not limited to, any claims which pertain to this Agreement. Seller consents to Buyer releasing any and all information regarding Seller and any guarantors to any assignee or potential assignee and waives any and all claims pertaining to the release of such information. Seller and Buyer intend that any and ail direct or indirect assignees of the Buyer of the type set forth above shall be the third party beneficiaries of this Agreement.
Participations; Assignments. Lender shall have the right at any time to sell, assign, transfer, negotiate, or grant participations in all or any part of the Loan or the Note to one or more participants. Borrower hereby acknowledges and agrees that any such disposition will give rise to a direct obligation of Borrower to each such participant. Lender may at any time, without the consent of Borrower, assign all or any portion of its rights under this Agreement and the Note to a Federal Reserve Bank. Borrower shall have the right, without any obligation to pay the Early Termination Fee, to terminate the Loan prior to the Maturity Date within ninety (90) days after receiving written notice from Lender that it intends to assign or grant participations in the Loan, provided that Borrower otherwise complies with the requirements of Section 2.6(c) hereof.
Participations; Assignments. (a) Lender may, at any time sell to one or more banks or other financial institutions (“Participants”) participating interests in all or a portion of its rights and obligations under this Agreement or any other Loan Document (including all or a part of its Term Note, if any).
(b) Borrower agrees that if amounts outstanding under this Agreement are due or unpaid, or shall have been declared or shall have become due and payable upon the occurrence of an Event of Default, each Participant shall, to the maximum extent permitted by Applicable Law, be deemed to have the right of setoff in respect of its participating interest in amounts owing under this Agreement to the same extent as if the amount of its participating interest was owing directly to it as a Lender under this Agreement. Borrower also agrees that each Participant shall be entitled to the benefits of Section 1.9 with respect to its participation in the Term Loan from time to time as if it was a Lender.
(c) This Agreement and each other Loan Document shall inure to the benefit of the Lender and all future holders of any Term Note, and each of their respective successors and assigns. No rights are intended to be created under any Loan Document for the benefit of any third party donee, creditor or incidental beneficiary of the Borrower or Lender. Borrower acknowledges that Lender at any time and from time to time, without the consent of the Borrower, may sell, assign or transfer all or any part of its rights or obligations under this Agreement, the Term Note and the other Loan Documents and/or the Collateral. Such shall have all of the rights and benefits with respect to this Agreement, the Term Note, the Collateral and/or the other Loan Documents held by it as fully as if the original holder thereof and shall become a party to this Agreement by signing a counterpart of this Agreement or a joinder or similar agreement. Notwithstanding any other provision of any Loan Document, Lender may disclose to any potential assignees or participants all information, reports, financial statements, certificates and documents obtained under any provision of any Loan Document.
Participations; Assignments. (a) Each Bank (for purposes of this Section 2.24, the defined term "Bank" shall be deemed to include as applicable the Issuing Bank) may without the consent of the Borrower sell participations to one or more banks or other entities in all or a portion of its rights and obligations under this Agreement (including all or a portion of its Commitment and the Loans owing to it and the Notes held by it); provided, however, that (i) such Bank's obligations under this Agreement shall remain unchanged, (ii) such Bank shall remain solely responsible to the other parties hereto for the performance of such obligations, (iii) the participating banks or other entities shall be entitled to the cost protection provisions contained in Section 2.16 and Section 2.18 but shall not be entitled to receive pursuant to such provisions an amount larger than its share of the amount to which the Bank granting such participation would have been entitled and (iv) the Borrower, the Administrative Agent and the other Banks shall continue to deal solely and directly with such Bank in connection with such Bank's rights and obligations under this Agreement; provided further that each Bank shall retain the sole right and responsibility vis-a-vis the Borrower to enforce the obligations of the Borrower relating to the
Participations; Assignments. The Lenders may with sixty (60) days prior notice to Baldxxx, xxxxx xxxticipations in or assign, at any time and from time to time hereafter, its interest in this Loan Agreement or any Loan Document, or of any portion thereof.
Participations; Assignments. Bank reserves the right to sell participations in the Loan and otherwise assign, transfer or hypothecate all or any part of the Loan along with the corresponding rights in the Loan Documents. Bank is authorized by Borrower and Guarantor to disclose information about it and its Subsidiaries to prospective participants and assignees.
Participations; Assignments. (a) This Credit Agreement shall be binding upon and inure to the benefit of the Borrower, the Banks, the Agent, all future holders of the Notes and their respective successors and assigns, except that the Borrower may not assign or transfer any of its rights or obligations under this Credit Agreement without the prior written consent of each Bank.
(b) Any Bank may, in the ordinary course of its commercial banking business and in accordance with applicable law at any time sell to one or more banks or other financial institutions ("Participants") participating interests in any Loan owing to such Bank, any Note held by such Bank, any LC Obligations held by it, any Commitment of such Bank, including such Bank's Commitment Percentage of the Letter of Credit Commitment, or any other interest of such Bank hereunder and under the other Loan Documents. In the event of any such sale by a Bank of participating interests to a Participant, such Bank's obligations under this Credit Agreement to the other parties to this Credit Agreement shall remain unchanged, such Bank shall remain solely responsible for the performance thereof, such Bank shall remain the holder of any such Note for all purposes under this Credit Agreement and the other Loan Documents, and the Borrower and the Agent shall continue to deal solely and directly with such Bank in connection with such Bank's rights and obligations under this Credit Agreement and the other Loan Documents. The Borrower agrees that if amounts outstanding under this Credit Agreement and the Notes are due or unpaid, or shall have been declared or shall have become due and payable upon the occurrence
