Procedure for transfer using a Transfer Certificate. (a) In this Subclause: Transfer Date means, in relation to a transfer, the later of: (i) the proposed Transfer Date specified in that Transfer Certificate; and (ii) the date on which the Facility Agent enters into that Transfer Certificate. (b) A transfer of rights or obligations using a Transfer Certificate will be effective if: (i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer Certificate; and (ii) the Facility Agent enters into it. (c) Where a transfer is to be effected by an assignment, assumption and release, on the Transfer Date: (i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s rights expressed to be the subject of the assignment in the Transfer Certificate; (ii) the New Lender will assume obligations equivalent to those obligations of the Existing Lender expressed to be the subject of the assumption in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed); (iii) to the extent the obligations referred to in subparagraph (ii) above are effectively assumed by the New Lender, the Existing Lender will be released from its obligations referred to in the Transfer Certificate (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed); and (iv) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations of a Lender under this Agreement and a First Ranking Creditor under the Security Trust and Intercreditor Deed. (d) Where a transfer is to be effected using a novation on the Transfer Date: (i) the New Lender will assume the rights and obligations of the Existing Lender expressed to be the subject of the novation in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed) in substitution for the Existing Lender; (ii) the Existing Lender will be released from those obligations (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed) and cease to have those rights (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed); and (iii) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations of a Lender under this Agreement and a First Ranking Creditor under the Security Trust and Intercreditor Deed. (e) The Facility Agent must enter into a Transfer Certificate delivered to it and which appears on its face to be in order as soon as reasonably practicable and, as soon as reasonably practicable after it has entered into a Transfer Certificate, send a copy of that Transfer Certificate to the Company. (f) Each Party (other than the Existing Lender, the New Lender and, until any required consent from the Company in relation to any transfer under a Transfer Certificate has been provided, the Company) irrevocably authorises the Facility Agent to enter into and deliver any duly completed Transfer Certificate on its behalf.
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Samples: Fifth Supplemental Agreement (MGM Resorts International), Second Supplemental Agreement (MGM Resorts International)
Procedure for transfer using a Transfer Certificate. (a) In this Subclause: Transfer Date means, in relation to a transfer, the later of:
(i) the proposed Transfer Date specified in that Transfer Certificate; and
(ii) the date on which the Facility Agent enters into that Transfer Certificate.
(b) A transfer of rights or obligations using a Transfer Certificate will be effective if:
(i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer Certificate; and
(ii) the Facility Agent enters into it.
(cb) Where a transfer is to be effected by an assignment, assumption and release, on the Transfer Date:
(i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s rights expressed to be the subject of the assignment in the Transfer Certificate;
(ii) the New Lender will assume obligations equivalent to those obligations of the Existing Lender expressed to be the subject of the assumption in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)Certificate;
(iii) to the extent the obligations referred to in subparagraph (ii) above are effectively assumed by the New Lender, the Existing Lender will be released from its obligations referred to in the Transfer Certificate (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed)Certificate; and
(iv) the New Lender will become a party to Lender under this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations terms of a Lender under this Agreement and as a First Ranking Creditor under the Security Trust and Intercreditor DeedLender.
(dc) Where a transfer is to be effected using a novation on the Transfer Date:
(i) the New Lender will assume the rights and obligations of the Existing Lender expressed to be the subject of the novation in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed) in substitution for the Existing Lender;
(ii) the Existing Lender will be released from those obligations (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed) and cease to have those rights (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)rights; and
(iii) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations of a Lender under this Agreement and a First Ranking Creditor under be bound by the Security Trust and Intercreditor Deedterms of this Agreement.
(ed) The Facility Agent must enter into a Transfer Certificate delivered to it and which appears on its face to be in order as soon as reasonably practicable and, as soon as reasonably practicable after it has entered into a Transfer Certificate, send a copy of that Transfer Certificate to the CompanyParent.
(fe) Each Party (other than the Existing Lender, Lender and the New Lender and, until any required consent from the Company in relation to any transfer under a Transfer Certificate has been provided, the CompanyLender) irrevocably authorises the Facility Agent to enter into and deliver any duly completed Transfer Certificate on its behalf.
Appears in 2 contracts
Samples: Supplemental Agreement (Innospec Inc.), Multicurrency Revolving Facility Agreement (Innospec Inc.)
Procedure for transfer using a Transfer Certificate. (a) In this Subclause: Transfer Date means, in relation to a transfer, the later of:
(i) the proposed Transfer Date specified in that Transfer Certificate; and
(ii) the date on which the Facility Agent enters into that Transfer Certificate.
(b) A transfer of rights or obligations using a Transfer Certificate will be effective if:
(i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer CertificateCertificate at least five Business Days prior to the proposed Transfer Date; and
(ii) the Facility Agent enters into it.
(c) Where a transfer is to be effected by an assignment, assumption and release, on the Transfer Date:
(i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s rights expressed to be the subject of the assignment in the Transfer Certificate;
(ii) the New Lender will assume obligations equivalent to those obligations of the Existing Lender expressed to be the subject of the assumption in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)Certificate;
(iii) to the extent the obligations referred to in subparagraph (ii) above are effectively assumed by the New Lender, the Existing Lender will be released from its obligations referred to in the Transfer Certificate (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed)Certificate; and
(iv) the New Lender will become a party to Lender under this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations terms of a Lender under this Agreement and as a First Ranking Creditor under the Security Trust and Intercreditor DeedLender.
(d) Where a transfer is to be effected using a novation on the Transfer Date:
(i) the New Lender will assume the rights and obligations of the Existing Lender expressed to be the subject of the novation in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed) in substitution for the Existing Lender;
(ii) the Existing Lender will be released from those obligations (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed) and cease to have those rights (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)rights; and
(iii) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations of a Lender under this Agreement and a First Ranking Creditor under be bound by the Security Trust and Intercreditor Deedterms of this Agreement.
(e) The Facility Agent must must, subject to clause 31.3(a), enter into a Transfer Certificate delivered to it in accordance with the terms of this Agreement and which appears on its face to be in order as soon as reasonably practicable and, as soon as reasonably practicable after it has entered into a Transfer Certificate, send a copy of that Transfer Certificate to the Company.
(f) Each Party (other than the Existing Lender, Lender and the New Lender and, until any required consent from the Company in relation to any transfer under a Transfer Certificate has been provided, the CompanyLender) irrevocably authorises the Facility Agent to enter into and deliver any duly completed Transfer Certificate on its behalf.
Appears in 1 contract
Procedure for transfer using a Transfer Certificate. (a) In this Subclause: Transfer Date means, in relation to a transfer, the later of:
(i) the proposed Transfer Date specified in that Transfer Certificate; and
(ii) the date on which the Facility Agent enters into that Transfer Certificate.
(b) A transfer of rights or obligations using a Transfer Certificate will be effective if:
(i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer Certificate; and
(ii) the Facility Agent enters into it.
(c) Where a transfer is to be effected by an assignment, assumption and release, on the Transfer Date:
(i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s rights expressed to be the subject of the assignment in the Transfer Certificate;
(ii) the New Lender will assume obligations equivalent to those obligations of the Existing Lender expressed to be the subject of the assumption in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed);
(iii) to the extent the obligations referred to in subparagraph (ii) above are effectively assumed by the New Lender, the Existing Lender will be released from its obligations referred to in the Transfer Certificate (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed); and
(iv) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor (as defined in the Security Trust and Intercreditor Deed) and will be bound by the obligations of a Lender under this Agreement and a First Ranking Creditor under the Security Trust and Intercreditor Deed.
(d) Where a transfer is to be effected using a novation on the Transfer Date:
(i) the New Lender will assume the rights and obligations of the Existing Lender expressed to be the subject of the novation in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed) in substitution for the Existing Lender;
(ii) the Existing Lender will be released from those obligations (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed) and cease to have those rights (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed); and
(iii) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor (as defined in the Security Trust and Intercreditor Deed) and will be bound by the obligations of a Lender under this Agreement and a First Ranking Creditor under the Security Trust and Intercreditor Deed.
(e) The Facility Agent must enter into a Transfer Certificate delivered to it and which appears on its face to be in order as soon as reasonably practicable and, as soon as reasonably practicable after it has entered into a Transfer Certificate, send a copy of that Transfer Certificate to the Company.
(f) Each Party (other than the Existing Lender, the New Lender and, until any required consent from the Company in relation to any transfer under a Transfer Certificate has been provided, the Company) irrevocably authorises the Facility Agent to enter into and deliver any duly completed Transfer Certificate on its behalf.
Appears in 1 contract
Procedure for transfer using a Transfer Certificate. (a) In this Subclause: Transfer Date means, in relation to a transfer, the later of:
(i) the proposed Transfer Date specified in that Transfer Certificate; and
(ii) the date on which the Facility Agent enters into that Transfer Certificate.
(b) A transfer of rights or obligations using a Transfer Certificate will be effective if:
(i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer Certificate; and
(ii) the Facility Agent enters into it.
(c) Where a transfer is to be effected by an assignment, assumption and release, on the Transfer Date:
(i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s rights expressed to be the subject of the assignment in the Transfer Certificate;
(ii) the New Lender will assume obligations equivalent to those obligations of the Existing Lender expressed to be the subject of the assumption in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)Certificate;
(iii) to the extent the obligations referred to in subparagraph (ii) above are effectively assumed by the New Lender, the Existing Lender will be released from its obligations referred to in the Transfer Certificate (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed)Certificate; and
(iv) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations of a Lender under this Agreement and a First Ranking Creditor under the Security Trust and Intercreditor DeedAgreement.
(d) Where a transfer is to be effected using a novation on the Transfer Date:
(i) the New Lender will assume the rights and obligations of the Existing Lender expressed to be the subject of the novation in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed) in substitution for the Existing Lender;
(ii) the Existing Lender will be released from those obligations (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed) and cease to have those rights (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)rights; and
(iii) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations of a Lender under this Agreement and a First Ranking Creditor under the Security Trust and Intercreditor DeedAgreement.
(e) The Facility Agent must enter into a Transfer Certificate delivered to it and which appears on its face to be in order as soon as reasonably practicable and, as soon as reasonably practicable after it has entered into a Transfer Certificate, send a copy of that Transfer Certificate to the Company.
(f) Each Party (other than the Existing Lender, the New Lender and, until any required consent from the Company in relation to any transfer under a Transfer Certificate has been provided, the Company) irrevocably authorises the Facility Agent to enter into and deliver any duly completed Transfer Certificate on its behalf.
Appears in 1 contract
Samples: Revolving Credit Facility Agreement (MGM Resorts International)
Procedure for transfer using a Transfer Certificate. (a) In this Subclause: Transfer Date means, in relation to a transfer, the later of:
(i) the proposed Transfer Date specified in that Transfer Certificate; and
(ii) the date on which the Facility Agent enters into that Transfer Certificate.
(b) A transfer of rights or obligations using a Transfer Certificate will be effective if:
(i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer CertificateCertificate at least five Business Days prior to the proposed Transfer Date; and
(ii) the Facility Agent enters into it.
(c) Where a transfer is to be effected by an assignment, assumption and release, on the Transfer Date:
(i) the Existing Lender Xxxxxx will assign absolutely to the New Lender the Existing LenderXxxxxx’s rights expressed to be the subject of the assignment in the Transfer Certificate;
(ii) the New Lender will assume obligations equivalent to those obligations of the Existing Lender expressed to be the subject of the assumption in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)Certificate;
(iii) to the extent the obligations referred to in subparagraph (ii) above are effectively assumed by the New Lender, the Existing Lender will be released from its obligations referred to in the Transfer Certificate (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed)Certificate; and
(iv) the New Lender will become a party to Lender under this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations terms of a Lender under this Agreement and as a First Ranking Creditor under the Security Trust and Intercreditor DeedLender.
(d) Where a transfer is to be effected using a novation on the Transfer Date:
(i) the New Lender will assume the rights and obligations of the Existing Lender expressed to be the subject of the novation in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed) in substitution for the Existing Lender;
(ii) the Existing Lender will be released from those obligations (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed) and cease to have those rights (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)rights; and
(iii) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations of a Lender under this Agreement and a First Ranking Creditor under be bound by the Security Trust and Intercreditor Deedterms of this Agreement.
(e) The Facility Agent must must, subject to clause 31.3(a), enter into a Transfer Certificate delivered to it in accordance with the terms of this Agreement and which appears on its face to be in order as soon as reasonably practicable and, as soon as reasonably practicable after it has entered into a Transfer Certificate, send a copy of that Transfer Certificate to the Company.
(f) Each Party (other than the Existing Lender, Lender and the New Lender and, until any required consent from the Company in relation to any transfer under a Transfer Certificate has been provided, the CompanyLender) irrevocably authorises the Facility Agent to enter into and deliver any duly completed Transfer Certificate on its behalf.
Appears in 1 contract
Procedure for transfer using a Transfer Certificate. (a) In this Subclause: Transfer Date means, in relation to a transfer, the later of:
(i) the proposed Transfer Date specified in that Transfer Certificate; and
(ii) the date on which the Facility Agent enters into that Transfer Certificate.
(b) A transfer of rights or obligations using a Transfer Certificate will be effective if:
(i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer Certificate; and
(ii) the Facility Agent enters into it.
(c) Where a transfer is to be effected by an assignment, assumption and release, on the Transfer Date:
(i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s rights expressed to be the subject of the assignment in the Transfer Certificate;
(ii) the New Lender will assume obligations equivalent to those obligations of the Existing Lender expressed to be the subject of the assumption in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed);
(iii) to the extent the obligations referred to in subparagraph (ii) above are effectively assumed by the New Lender, the Existing Lender will be released from its obligations referred to in the Transfer Certificate (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed); and
(iv) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Senior Creditor (as defined in the Security Trust and Intercreditor Deed) and will be bound by the obligations of a Lender under this Agreement and a First Ranking Senior Creditor under the Security Trust and Intercreditor Deed.
(d) Where a transfer is to be effected using a novation on the Transfer Date:
(i) the New Lender will assume the rights and obligations of the Existing Lender expressed to be the subject of the novation in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed) in substitution for the Existing Lender;
(ii) the Existing Lender will be released from those obligations (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed) and cease to have those rights (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed); and
(iii) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Senior Creditor (as defined in the Security Trust and Intercreditor Deed) and will be bound by the obligations of a Lender under this Agreement and a First Ranking Senior Creditor under the Security Trust and Intercreditor Deed.
(e) The Facility Agent must enter into a Transfer Certificate delivered to it and which appears on its face to be in order as soon as reasonably practicable and, as soon as reasonably practicable after it has entered into a Transfer Certificate, send a copy of that Transfer Certificate to the Company.
(f) Each Party (other than the Existing Lender, Lender and the New Lender and, until any required consent from the Company in relation to any transfer under a Transfer Certificate has been provided, the CompanyLender) irrevocably authorises the Facility Agent to enter into and deliver any duly completed Transfer Certificate on its behalf.
Appears in 1 contract
Procedure for transfer using a Transfer Certificate. (a) In this Subclause: Transfer Date means, in relation to a transfer, the later of:
(i) the proposed Transfer Date specified in that Transfer Certificate; and
(ii) the date on which the Facility Agent enters into that Transfer Certificate.
(b) A transfer of rights or obligations using a Transfer Certificate will be effective if:
(i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer Certificate; and
(ii) the Facility Agent enters into it.
(c) Where a transfer is to be effected by an assignment, assumption and release, on the Transfer Date:
(i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s rights expressed to be the subject of the assignment in the Transfer Certificate;
(ii) the New Lender will assume obligations equivalent to those obligations of the Existing Lender expressed to be the subject of the assumption in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)Certificate;
(iii) to the extent the obligations referred to in subparagraph (ii) above are effectively assumed by the New Lender, the Existing Lender will be released from its obligations referred to in the Transfer Certificate (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed)Certificate; and
(iv) the New Lender will become a party to Lender under this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations terms of a Lender under this Agreement and as a First Ranking Creditor under the Security Trust and Intercreditor DeedLender.
(d) Where a transfer is to be effected using a novation on the Transfer Date:
(i) the New Lender will assume the rights and obligations of the Existing Lender expressed to be the subject of the novation in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed) in substitution for the Existing Lender;
(ii) the Existing Lender will be released from those obligations (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed) and cease to have those rights (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)rights; and
(iii) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations of a Lender under this Agreement and a First Ranking Creditor under be bound by the Security Trust and Intercreditor Deedterms of this Agreement.
(e) The Facility Agent must enter into a Transfer Certificate delivered to it and which appears on its face to be in order as soon as reasonably practicable and, as soon as reasonably practicable after it has entered into a Transfer Certificate, send a copy of that Transfer Certificate to the Company.
(f) Each Party (other than the Existing Lender, Lender and the New Lender and, until any required consent from the Company in relation to any transfer under a Transfer Certificate has been provided, the CompanyLender) irrevocably authorises the Facility Agent to enter into and deliver any duly completed Transfer Certificate on its behalf.
Appears in 1 contract
Procedure for transfer using a Transfer Certificate. (a) In this Subclause: Transfer Date means, in relation to a transfer, the later of:
(i) the proposed Transfer Date specified in that Transfer Certificate; and
(ii) the date on which the Facility Agent enters into that Transfer Certificate.
(b) A transfer of rights or obligations using a Transfer Certificate will be effective if:
(i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer CertificateCertificate at least 5 Business Days prior to the proposed Transfer Date; and
(ii) the Facility Agent enters into it.
(c) Where a transfer is to be effected by an assignment, assumption and release, on the Transfer Date:
(i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s rights expressed to be the subject of the assignment in the Transfer Certificate;
(ii) the New Lender will assume obligations equivalent to those obligations of the Existing Lender expressed to be the subject of the assumption in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)Certificate;
(iii) to the extent the obligations referred to in subparagraph (ii) above are effectively assumed by the New Lender, the Existing Lender will be released from its obligations referred to in the Transfer Certificate (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed)Certificate; and
(iv) the New Lender will become a party to Lender under this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations terms of a Lender under this Agreement and as a First Ranking Creditor under the Security Trust and Intercreditor DeedLender.
(d) Where a transfer is to be effected using a novation on the Transfer Date:
(i) the New Lender will assume the rights and obligations of the Existing Lender expressed to be the subject of the novation in the Transfer Certificate (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed) in substitution for the Existing Lender;
(ii) the Existing Lender will be released from those obligations (and any corresponding obligations by which it is bound under the Security Trust and Intercreditor Deed) and cease to have those rights (and any corresponding rights conferred on it by the Security Trust and Intercreditor Deed)rights; and
(iii) the New Lender will become a party to this Agreement as a Lender and to the Security Trust and Intercreditor Deed as a First Ranking Creditor and will be bound by the obligations of a Lender under this Agreement and a First Ranking Creditor under be bound by the Security Trust and Intercreditor Deedterms of this Agreement.
(e) The Facility Agent must enter into a Transfer Certificate delivered to it and which appears on its face to be in order as soon as reasonably practicable and, as soon as reasonably practicable after it has entered into a Transfer Certificate, send a copy of that Transfer Certificate to the Company.
(f) Each Party (other than the Existing Lender, Lender and the New Lender and, until any required consent from the Company in relation to any transfer under a Transfer Certificate has been provided, the CompanyLender) irrevocably authorises the Facility Agent to enter into and deliver any duly completed Transfer Certificate on its behalf.
Appears in 1 contract