Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any Note and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable: (a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder or any commitment to lend hereunder, and the principal amount payable to such Person under such Person’s Note(s) or committed by such Person under such Person’s lending commitment. The Borrower hereby irrevocably appoints the Lender (and/or any subsequent Lender appointed by the Lender then maintaining the Register) as the Borrower’s agent for the purpose of maintaining the Register. (b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable). (c) Subject to receipt of completed tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the Borrower, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this Agreement. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 10 contracts
Samples: Revolving Credit Agreement (EVCI Career Colleges Holding Corp), Revolving Credit and Term Loan Agreement (Aftersoft Group), Revolving Credit and Term Loan Agreement (CVC California LLC)
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any Note Agreement and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder Loans or any commitment to lend hereunder, and the principal amount and stated interest payable to such Person under such Person’s Note(s) hereunder or committed by such Person under such Person’s lending commitment. The Borrower hereby irrevocably appoints the Lender (and/or any subsequent Lender appointed by the Lender then maintaining the Register) as the Borrower’s non-fiduciary agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed any required tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the BorrowerLender, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note this Agreement or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c10.9(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this AgreementAgreement and the other Loan Documents. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 5 contracts
Samples: Loan and Security Agreement (New Age Beverages Corp), Loan and Security Agreement (Id Systems Inc), Loan and Security Agreement (Sypris Solutions Inc)
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any Note and/or Agreement and any other Loan Documents Document at any time and from time to time, the following provisions shall be applicable:
(a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder Loans or any commitment to lend hereunder, and the principal amount and stated interest payable to such Person under such Person’s Note(s) hereunder or committed by such Person under such Person’s lending commitment. The Borrower hereby irrevocably appoints the Lender (and/or or any subsequent Lender appointed by the Lender then maintaining the Registerassignee of Lender) as the Borrower’s non-fiduciary agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender (or such assignee then maintaining the Register Register) an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of the Obligations and/or or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed any required tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the BorrowerLender, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note this Agreement or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c10.9(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; , and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this AgreementAgreement and the other Loan Documents. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 3 contracts
Samples: Loan and Security Agreement (Janel Corp), Loan and Security Agreement (Janel Corp), Loan and Security Agreement (Janel Corp)
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any Note Agreement and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The BorrowerBorrowers, or any agent appointed by the BorrowerBorrowers, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder Loans or any commitment to lend hereunder, and the principal amount and stated interest payable to such Person under such Person’s Note(s) hereunder or committed by such Person under such Person’s lending commitment. The Borrower Borrowers hereby irrevocably appoints the appoint Lender (and/or any subsequent Lender appointed by the Lender then maintaining the Register) as the Borrower’s Borrowers’ non-fiduciary agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed any required tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the BorrowerLender, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note this Agreement or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c10.9(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the each Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this AgreementAgreement and the other Loan Documents. The Register shall be available for inspection by the each Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 3 contracts
Samples: Loan and Security Agreement (FreightCar America, Inc.), Loan and Security Agreement (Transact Technologies Inc), Loan and Security Agreement (usell.com, Inc.)
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any Note Agreement and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The BorrowerBorrowers, or any agent appointed by the BorrowerXxxxxxxxx, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder Loans or any commitment to lend hereunder, and the principal amount and stated interest payable to such Person under such Person’s Note(s) hereunder or committed by such Person under such Person’s lending commitment. The Borrower Borrowers hereby irrevocably appoints the Lender appoint Xxxxxx (and/or any subsequent Lender appointed by the Lender Xxxxxx then maintaining the Register) as the Borrower’s Borrowers’ non-fiduciary agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed any required tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the BorrowerXxxxxx, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note this Agreement or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c10.9(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the each Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this AgreementAgreement and the other Loan Documents. The Register shall be available for inspection by the each Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 3 contracts
Samples: Loan and Security Agreement (Sifco Industries Inc), Loan and Security Agreement (Grove Collaborative Holdings, Inc.), Loan and Security Agreement (Inseego Corp.)
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any Note and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder or any commitment to lend hereunder, and the principal amount payable to such Person under such Person’s Note(s) or committed by such Person under such Person’s lending commitment. The Borrower hereby irrevocably appoints the Lender (and/or any subsequent Lender appointed by the Lender then maintaining the Register) as the Borrower’s agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the Borrower, such Person shall record the subject transfernegotiation, assignment and assumption in the Register. Anything contained in any Note or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this Agreement. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.”
Appears in 2 contracts
Samples: Revolving Credit and Term Loan Agreement (Unify Corp), Revolving Credit and Term Loan Agreement (Lapolla Industries Inc)
Recordation of Assignment. In respect of any negotiation, transfer or assignment Sale of all or any portion of any Lender’s interest in this Agreement, any Note Agreement and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The BorrowerBorrowers, or any agent appointed by the BorrowerBorrowers, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder Loans or any commitment to lend hereunder, and the principal amount and stated interest payable to such Person under such Person’s Note(s) hereunder or committed by such Person under such Person’s lending commitment. The Borrower Borrowers hereby irrevocably appoints the Lender appoint Agent (and/or any subsequent Lender Agent appointed by the Lender Agent then maintaining the Register) as the Borrower’s Borrowers’ non-fiduciary agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment Sale as aforesaid, the transferor/assignor shall deliver to the Lender Agent then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed any required tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the RegisterAgent, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the Borrower, such Person Agent shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note this Agreement or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment Sale shall be effective until it is recorded in the Register pursuant to this Section 8.03(c10.9(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower each Borrower, Agent and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this AgreementAgreement and the other Loan Documents. The Register shall be available for inspection by the each Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 2 contracts
Samples: Super Priority Senior Secured Debtor in Possession Loan and Security Agreement (iMedia Brands, Inc.), Loan and Security Agreement (iMedia Brands, Inc.)
Recordation of Assignment. In respect of any negotiation, transfer or assignment Sale of all or any portion of any Lender’s interest in this Agreement, any Note Agreement and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The BorrowerBorrowers, or any agent appointed by the BorrowerXxxxxxxxx, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder Loans or any commitment to lend hereunder, and the principal amount and stated interest payable to such Person under such Person’s Note(s) hereunder or committed by such Person under such Person’s lending commitment. The Borrower Borrowers hereby irrevocably appoints the Lender appoint Agent (and/or any subsequent Lender Agent appointed by the Lender Agent then maintaining the Register) as the Borrower’s Xxxxxxxxx’ non-fiduciary agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment Sale as aforesaid, the transferor/assignor shall deliver to the Lender Agent then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed any required tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the RegisterAgent, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the Borrower, such Person Agent shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note this Agreement or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment Sale shall be effective until it is recorded in the Register pursuant to this Section 8.03(c10.9(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower each Borrower, Agent and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this AgreementAgreement and the other Loan Documents. The Register shall be available for inspection by the each Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 2 contracts
Samples: Loan and Security Agreement (SkyWater Technology, Inc), Loan and Security Agreement (SkyWater Technology, Inc)
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any Note and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder or any commitment to lend hereunder, and the principal amount payable to such Person under such Person’s Note(s) or committed by such Person under such Person’s lending commitment. The Borrower hereby irrevocably appoints the Lender (and/or any subsequent Lender appointed by the Lender then maintaining the Register) as the Borrower’s agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the Borrower, such Person shall record the subject transfernegotiation, assignment and assumption in the Register. Anything contained in any Note or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this Agreement. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Lapolla Industries Inc)
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any Note and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “Register“ Register ”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder or any commitment to lend hereunder, and the principal amount payable to such Person under such Person’s Note(s) or committed by such Person under such Person’s lending commitment. The Borrower hereby irrevocably appoints the Lender (and/or any subsequent Lender appointed by the Lender then maintaining the Register) as the Borrower’s agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the Borrower, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this Agreement. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Mam Software Group, Inc.)
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s 's interest in this Agreement, any Note Agreement and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “"Register”") in which there shall be recorded the name and address of each Person holding any Note(s) hereunder Loans or any commitment to lend hereunder, and the principal amount and stated interest payable to such Person under such Person’s Note(s) hereunder or committed by such Person under such Person’s 's lending commitment. The Borrower hereby irrevocably appoints the Lender (and/or any subsequent Lender appointed by the Lender then maintaining the Register) as the Borrower’s 's non-fiduciary agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed any required tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the BorrowerLender, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note this Agreement or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c10.9(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this AgreementAgreement and the other Loan Documents. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 1 contract
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any Note Agreement and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder or any commitment to lend hereunderportion of the Loan, and the principal amount and stated interest payable to such Person under such Person’s Note(s) or committed by such Person under such Person’s lending commitmenthereunder. The Borrower hereby irrevocably appoints the Lender Xxxxxx (and/or any subsequent Lender appointed by the Lender Xxxxxx then maintaining the Register) as the Borrower’s non-fiduciary agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including including, but not limited to to, the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed any required tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the BorrowerXxxxxx, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note this Agreement or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c10.9(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this AgreementAgreement and the other Loan Documents. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 1 contract
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any Revolving Credit Note and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Revolving Credit Note(s) hereunder or any commitment to lend hereunder, and the principal amount payable to such Person under such Person’s Revolving Credit Note(s) or committed by such Person under such Person’s lending commitment. The Borrower hereby irrevocably appoints the Lender (and/or any subsequent Lender appointed by the Lender then maintaining the Register) as the Borrower’s agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Revolving Credit Note(s) for reissuance by the Borrower, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Revolving Credit Note or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this Agreement. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 1 contract
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any the Revolving Credit Note and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder or any commitment to lend hereunder, and the principal amount payable to such Person under such Person’s Note(s) Revolving Credit Note or committed by such Person under such Person’s lending commitment. The Borrower hereby irrevocably appoints the Lender (and/or any subsequent Lender appointed by the Lender then maintaining the Register) as the Borrower’s agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) Revolving Credit Note for reissuance by the Borrower, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Revolving Credit Note or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this Agreement. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 1 contract
Samples: Revolving Credit Agreement (Clearpoint Business Resources, Inc)
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any LenderXxxxxx’s interest in this Agreement, any Note Agreement and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The BorrowerBorrowers, or any agent appointed by the BorrowerXxxxxxxxx, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder Loans or any commitment to lend hereunder, and the principal amount and stated interest payable to such Person under such Person’s Note(s) hereunder or committed by such Person under such Person’s lending commitment. The Borrower Borrowers hereby irrevocably appoints the Lender appoint Xxxxxx (and/or any subsequent Lender appointed by the Lender Xxxxxx then maintaining the Register) as the Borrower’s Borrowers’ non-fiduciary agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed any required tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the BorrowerXxxxxx, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the each Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this AgreementAgreement and the other Loan Documents. The Register shall be available for inspection by the each Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 1 contract
Samples: Loan and Security Agreement (Salem Media Group, Inc. /De/)
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s 's interest in this Agreement, any Note and/or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “Register”"REGISTER") in which there shall be recorded the name and address of each Person holding any Note(s) hereunder or any commitment to lend hereunder, and the principal amount payable to such Person under such Person’s 's Note(s) or committed by such Person under such Person’s 's lending commitment. The Borrower hereby irrevocably appoints the Lender (and/or any subsequent Lender appointed by the Lender then maintaining the Register) as the Borrower’s 's agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the Borrower, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this Agreement. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Talon International, Inc.)
Recordation of Assignment. In respect of any negotiation, transfer or assignment of all or any portion of any Lender’s interest in this Agreement, any Note and/or Agreement or any other Loan Documents at any time and from time to time, the following provisions shall be applicable:
(a) The Borrower, or any agent appointed by the Borrower, shall maintain a register (the “Register”) in which there shall be recorded the name and address of each Person holding any Note(s) hereunder Loans or any commitment to lend hereunder, and the principal amount and stated interest payable to such Person under such Person’s Note(s) hereunder or committed by such Person under such Person’s lending commitment. The Borrower hereby irrevocably appoints the Lender (and/or any subsequent Lender appointed by the Lender then maintaining the Register) as the Borrower’s non-fiduciary agent for the purpose of maintaining the Register.
(b) In connection with any negotiation, transfer or assignment as aforesaid, the transferor/assignor shall deliver to the Lender then maintaining the Register an assignment and assumption agreement executed by the transferor/assignor and the transferee/assignee, setting forth the specifics of the subject transaction, including but not limited to the amount and nature of Obligations and/or and lending commitments being transferred or assigned (and being assumed, as applicable), and the proposed effective date of such transfer or assignment and the related assumption (if applicable).
(c) Subject to receipt of completed any required tax forms (indicating withholding status, or exemption from withholding, as applicable, of the transferee/assignee) reasonably required by the Person then maintaining the Register, and (if required by such Person) surrender of the negotiated, transferred or assigned Note(s) for reissuance by the BorrowerLender, such Person shall record the subject transfer, assignment and assumption in the Register. Anything contained in any Note this Agreement or other Loan Document to the contrary notwithstanding, no negotiation, transfer or assignment shall be effective until it is recorded in the Register pursuant to this Section 8.03(c14.9(c). The entries in the Register shall be conclusive and binding for all purposes, absent manifest error; and the Borrower and each Lender shall treat each Person whose name is recorded in the Register as a Lender hereunder for all purposes of this AgreementAgreement and the other Loan Documents. The Register shall be available for inspection by the Borrower and each Lender at any reasonable time and from time to time upon reasonable prior notice.
Appears in 1 contract
Samples: Loan and Security Agreement (Hightimes Holding Corp.)