Common use of Restrictions on Assignments Clause in Contracts

Restrictions on Assignments. The Borrower shall not assign its rights hereunder or any interest herein without the prior written consent of the Lender. The Lender may, in the ordinary course of its business and in accordance with applicable law, assign any or all of its rights and obligations under this Agreement, under any Loan pursuant to this Agreement or under the other Facility Documents, to any of its Affiliates or Subsidiaries and, with the prior written consent of the Borrower, any bank or other entity; provided, that (i) such assignment is approved by the Applicable Agency, (ii) the Borrower, the Applicable Agency and the related assignee enter into an acknowledgement agreement in which the Applicable Agency acknowledges the related security interest of such assignee in the Servicing Rights, (iii) with respect to any assignment to any of its Affiliates or Subsidiaries, the Lender shall provide the Borrower with notice of such assignment and (iv) with respect to any assignment to a bank or other entity other than to an Affiliate or Subsidiary of Lender, Lender shall provide the Borrower with notice of such assignment and Borrower shall incur no greater liability to such bank or other entity than the liability of Borrower to Lender provided hereunder. The foregoing shall not limit Lender’s ability to pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of Lender pursuant to Section 9.04(b). This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. Each Participant (as defined below) and each Lender assignee shall be subject to the requirements set forth in the confidentiality agreement in the form of Exhibit E attached hereto. Notwithstanding anything herein to the contrary, following the occurrence and during the continuance of an Event of Default, Lender shall be entitled to assign its rights and obligations under this Agreement or issue one or more participation interests to any Person without the consent of Borrower.

Restrictions on Assignments. The Borrower shall not assign its rights hereunder or any interest herein without the prior written consent of the Lender. The Lender may, in the ordinary course of its business and in accordance with applicable law, assign any or all of its rights and obligations under this Agreement, under any Loan pursuant to this Agreement or under the other Facility Documents, to any of its Affiliates or Subsidiaries and, with the prior written consent of the Borrower, any bank or other entity; provided, that (i) such assignment is approved by the Applicable Agency, (ii) the Borrower, the Applicable Agency and the related assignee enter into an acknowledgement agreement in which the Applicable Agency acknowledges the related security interest of such assignee in the Servicing RightsContracts (other than the Freddie Mac Servicing Contract), (iii) with respect to any assignment to any of its Affiliates or Subsidiaries, the Lender shall provide the Borrower with notice of such assignment and (iv) with respect to any assignment to a bank or other entity other than to an Affiliate or Subsidiary of Lender, Lender shall provide the Borrower with notice of such assignment and Borrower shall incur no greater liability to such bank or other entity than the liability of Borrower to Lender provided hereunder. The foregoing shall not limit Lender’s ability to pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of Lender pursuant to Section 9.04(b). This foregoing shall not limit Lender’s ability to pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of Lender pursuant to this Section 9.01. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. Each Participant (as defined below) and each Lender assignee shall be subject to the requirements set forth in the confidentiality agreement in the form of Exhibit E attached hereto. Notwithstanding anything herein to the contrary, following the occurrence and during the continuance of an Event of Default, Lender shall be entitled to assign its rights and obligations under this Agreement or issue one or more participation interests to any Person without the consent of Borrower.

Restrictions on Assignments. The Borrower shall not assign its rights hereunder or any interest herein without the prior written consent of the Lender. The Lender may, in the ordinary course of its business and in accordance with applicable law, assign any or all of its rights and obligations under this Agreement, under any Loan pursuant to this Agreement or under the other Facility Documents, to any of its Affiliates or Subsidiaries and, with the prior written consent of the Borrower, any bank or other entity; provided, that (i) such assignment is approved by the Applicable Agency, (ii) the Borrower, the Applicable Agency and the related assignee enter into an acknowledgement agreement in which the Applicable Agency acknowledges the related security interest of such assignee in the Servicing RightsContracts (other than the Freddie Mac Servicing Contract), (iii) with respect to any assignment to any of its Affiliates or Subsidiaries, the Lender shall provide the Borrower with notice of such assignment and (iv) with respect to any assignment to a bank or other entity other than to an Affiliate or Subsidiary of Lender, Lender shall provide the Borrower with notice of such assignment and Borrower shall incur no greater liability to such bank or other entity than the liability of Borrower to Lender Xxxxxx provided hereunder. The foregoing shall not limit Lender’s ability to pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of Lender pursuant to Section 9.04(b). This foregoing shall not limit Lender’s ability to pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of Lender pursuant to this Section 9.01. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. Each Participant (as defined below) and each Lender assignee shall be subject to the requirements set forth in the confidentiality agreement in the form of Exhibit E attached hereto. Notwithstanding anything herein to the contrary, following the occurrence and during the continuance of an Event of Default, Lender shall be entitled to assign its rights and obligations under this Agreement or issue one or more participation interests to any Person without the consent of Borrower.

Restrictions on Assignments. The Borrower shall may not assign its rights hereunder or any interest herein without the prior written consent of the LenderAgent. The Lender may, in the ordinary course of its business and in accordance with applicable law, No Investor may assign any or all of its rights and obligations under this Agreement, under the Note, or with respect to any Loan pursuant Advance (or any portion thereof) to this Agreement any Person without the prior written consent of the Borrower or under the other Facility DocumentsAgent (as to the Borrower only, such consent not to be unreasonably withheld); PROVIDED, HOWEVER, that any Lender may assign, or grant a security interest in, all or any portion of its interest in advances and the Note to (i) DLJ or any of its Affiliates or Subsidiaries and(ii) any Person managed by DLJ or any of its Affiliates, (iii) any Structured Lender or any Person providing liquidity with respect to a Structured Lender; PROVIDED, HOWEVER, that in the case of this subsection (iii) a Lender may only assign its rights thereunder with respect to outstanding Advances, but not its obligations hereunder to make additional Advances (each, an "ELIGIBLE ASSIGNEE"), in each case under clauses (i), (ii) and (iii) above, without the prior written consent of the Borrower or the Agent; PROVIDED, FURTHER, HOWEVER, that after the occurrence of the Facility Termination Date, any Lender may, subject to the provisions of SECTION 17.5, assign all or a portion of its interest in the Note to a Person other than those identified in clauses (i), (ii) and (iii) above without the prior written consent of the Borrower, any bank or other entity; provided, that (i) such . Any assignment is approved by the Applicable Agency, (ii) the Borrower, the Applicable Agency and the related assignee enter into an acknowledgement agreement in which the Applicable Agency acknowledges the related security interest of such assignee in the Servicing Rights, (iii) with respect to any assignment to any of its Affiliates or Subsidiaries, the a Lender shall provide the Borrower with notice of such assignment and (iv) with respect to any assignment to a bank or other entity other than to an Affiliate or Subsidiary of Lender, Lender shall provide the Borrower with notice of such assignment and Borrower shall incur no greater liability to such bank or other entity than the liability of Borrower to Lender provided hereunder. The foregoing shall not limit Lender’s ability to pledge or assign a security interest in all or any portion of its rights under this Agreement to secure and obligations of Lender pursuant to Section 9.04(b). This Agreement hereunder shall be binding upon evidenced by an Assignment and inure to the benefit of the parties hereto and their respective successors and permitted assigns. Each Participant (as defined below) and each Lender assignee shall be subject to the requirements set forth in the confidentiality agreement Acceptance Agreement in the form of Exhibit E attached heretoF hereto or such other agreement as agreed to from time to time between the Agent, such Lender and the Eligible Assignee. Notwithstanding anything herein Within five Business Days after notice to the contraryBorrower of any proposed assignment by an Investor for which the Borrower's consent is required, following the occurrence and during Borrower agrees to advise the continuance Agent of its consent or non-consent thereto. If the Borrower does not consent to such assignment by the end of such five Business Day period, such Investor may immediately assign its interest (or a portion thereof) in the Advances and/or the Note that was subject to such proposal to an Event Eligible Assignee. Subject to SECTION 17.2, all of Default, Lender the aforementioned assignments shall be entitled to assign its rights upon such terms and obligations under this Agreement or issue one or more participation interests to any Person without conditions as such Investor and the consent of Borrowerassignee may mutually agree.

Restrictions on Assignments. The Borrower shall not assign its rights hereunder or (a) (i) Any Lender may at any interest herein time, without the prior written consent of the Lender. The Lender may, in Borrower or the ordinary course of its business and in accordance with applicable lawAgent, assign any or all of its rights and obligations under this Agreement, under any Loan pursuant to this Agreement or under the other Facility Documents, to any of its Affiliates or Subsidiaries and, with the prior written consent of the Borrower, any bank or other entity; provided, that (i) such assignment is approved by the Applicable Agency, (ii) the Borrower, the Applicable Agency and the related assignee enter into an acknowledgement agreement in which the Applicable Agency acknowledges the related security interest of such assignee in the Servicing Rights, (iii) with respect to any assignment to any of its Affiliates or Subsidiaries, the Lender shall provide the Borrower with notice of such assignment and (iv) with respect to any assignment to a bank or other entity other than to an Affiliate or Subsidiary of Lender, Lender shall provide the Borrower with notice of such assignment and Borrower shall incur no greater liability to such bank or other entity than the liability of Borrower to Lender provided hereunder. The foregoing shall not limit Lender’s ability to pledge or assign a security interest in all or any portion of its rights under this Agreement and any Note to a Federal Reserve Bank and (ii) any Lender which is a fund or commingled investment vehicle that invests in commercial loans in the ordinary course of its business may at any time, without the consent of the Borrower or the Agent, pledge or assign all or any part of its rights under this Agreement and the other Transaction Documents to a trustee or other representative of holders of obligations owed or securities issued by such Lender as collateral to secure such obligations of or securities; provided, however, that no such assignment or pledge shall release the transferor Lender pursuant to Section 9.04(b). This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assignsfrom its obligations hereunder. Each Participant (as defined below) and each Lender assignee shall be subject may assign to the requirements set forth in the confidentiality agreement in the form one or more banks or other entities all or any part or portion of Exhibit E attached hereto. Notwithstanding anything herein to the contrary, following the occurrence and during the continuance of an Event of Default, Lender shall be entitled to assign its rights and obligations under this Agreement hereunder (including, without limitation, its Commitment, its Notes or issue one its Advances); provided, however, that each such assignment (i) shall be in form and substance acceptable to the Agent and (ii) shall be to a bank or more participation interests other financial institution which is acceptable to any Person the Agent in its sole discretion; provided, further, however, that no such assignment shall be permitted without the Borrower's prior written consent (which may be withheld in its sole and absolute discretion) unless an Event of BorrowerDefault shall have occurred and be continuing at the time thereof. Upon, and to the extent of, any assignment (unless otherwise stated therein) made by any Lender hereunder, the assignee or purchaser of such assignment shall be a Lender hereunder for all purposes of this Agreement. Without limiting the foregoing, each assignee and each purchaser of an assignment shall, to the fullest extent permitted by law, have the same rights and benefits hereunder with respect to the rights and benefits so assigned or participated as it would have if it were a Lender hereunder.

Restrictions on Assignments. The Borrower shall may not assign its rights hereunder or any interest herein without the prior written consent of the Lender. The Lender may, in Agent and neither the ordinary course of its business and in accordance with applicable law, Insurer nor any Investor may assign any or all of its rights and obligations under this Agreementhereunder, under any Loan pursuant to this Agreement Advance or under the other Facility Documents, Note (or any portion thereof) to any of its Affiliates or Subsidiaries and, with Person without the prior written consent of the BorrowerBorrower or the Insurer (as the Borrower only, any bank or other entitysuch consent not to be unreasonably withheld); provided, however, that any Lender may assign, or grant a security interest in, all or any portion of the Advances and the Note to (i) such assignment is approved by the Applicable Agency, (ii) the Borrower, the Applicable Agency and the related assignee enter into an acknowledgement agreement in which the Applicable Agency acknowledges the related security interest of such assignee in the Servicing Rights, (iii) with respect to any assignment to CSFB or any of its Affiliates or Subsidiaries(ii) any Person managed by CSFB or any of its Affiliates, the Lender shall provide the Borrower with notice of such assignment and (iviii) and to any Person providing liquidity with respect to any assignment to a bank or other entity other than to this Agreement (each, an Affiliate or Subsidiary "Eligible Assignee"), in each case under clauses (i), (ii) and (iii) above, without the prior written consent of Lender, Lender shall provide the Borrower with notice of such assignment and Borrower shall incur no greater liability to such bank or other entity than the liability of Borrower to Lender provided hereunder. The foregoing shall not limit Lender’s ability to pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of Lender pursuant to Section 9.04(b). This Agreement shall be binding upon and inure to Insurer; provided, further, however, that after the benefit occurrence of the parties hereto and their respective successors and permitted assigns. Each Participant (as defined below) and each Facility Termination Date, any Lender assignee shall be may, subject to the requirements set forth provisions of Section 16.5, assign all or a portion of any Note held by it to a Person other than those identified in clauses (i), (ii) and (iii) above without the confidentiality agreement prior written consent of the Borrower or the Insurer; provided, further, however, that if the Facility Termination Date shall have occurred as a result of the occurrence of an Insurer Default or a Secondary Rating Event, the Borrower shall have the right, but not the obligation, to bid in any public or private sale of the form of Exhibit E attached heretoNotes to purchase the Note from the Lenders. Notwithstanding anything herein Within five Business Days after notice to the contraryBorrower of any proposed assignment by an Investor for which the Borrower's consent is required, following the occurrence and during Borrower agrees to advise the continuance Agent of its consent or non-consent thereto. If the Borrower does not consent to such assignment by the end of such five Business Day period, such Investor may immediately assign the Advances and/or its Note (or portion thereof) that was subject to such proposal to an Event Eligible Assignee referred to in either clause (i), (ii) or (iii) of Defaultthe previous paragraph. Subject to Section 16.2, Lender shall be entitled to assign its rights and obligations under this Agreement or issue one or more participation interests to any Person without all of the consent of Borrower.aforementioned assignments