Sale or Assignment; Addition of Banks. Except as permitted under the terms and conditions of this Section 8.12 or, with respect to participations, under Section 8.13, no Bank may sell, assign or transfer its rights or obligations under this Agreement or its interest in any Revolving Note. Any Bank, at any time upon at least five (5) Business Days' prior written notice to the Agent and the Borrower (unless the Agent and the Borrower consent to a shorter period of time), may assign all or a portion (provided such portion is not less than $5,000,000) of such Bank's Revolving Note, Advances and Revolving Commitment to a domestic or foreign bank (having a branch office in the United States), an insurance company or other financial institution (an "Applicant") on any date (the "Adjustment Date") selected by such Bank, but only so long as the Borrower and the Agent shall have provided their prior written approval of such proposed Applicant. Notwithstanding the foregoing, (i) the Borrower will not unreasonably withhold their consent to any such assignment, (ii) no such consent of the Borrower shall be required after the occurrence and during the continuance of an Event of Default, and (iii) no such consent of the Borrower or the Agent shall be required in connection with an assignment to the Federal Reserve Bank for purposes of satisfying a Bank's capital requirements. Upon receipt of such approval and to confirm the status of each additional Bank as a party to this Agreement and to evidence the assignment in accordance herewith:
Appears in 2 contracts
Samples: Credit Agreement (Entegris Inc), Credit Agreement (Entegris Inc)
Sale or Assignment; Addition of Banks. Except as permitted under the terms and conditions of this Section 8.12 or, with respect to participations, under Section 8.13, no Bank may sell, assign or transfer its rights or obligations under this Agreement or its interest in any Revolving Note. Any Bank, at any time upon at least five (5) Business Days' ’ prior written notice to the Agent and the Borrower Borrowers (unless the Agent and the Borrower Borrowers consent to a shorter period of time), may assign all or a portion (provided such portion is not less than $5,000,00010,000,000) of such Bank's ’s Revolving Note, Advances Loans and Revolving Commitment to a domestic or foreign bank (having a branch office in the United States), an insurance company or other financial institution (an "“Applicant"”) on any date (the "“Adjustment Date"”) selected by such Bank, but only so long as the Borrower Borrowers and the Agent shall have provided their prior written approval of such proposed Applicant. Notwithstanding the foregoing, (i) the Borrower Borrowers and the Agent will not unreasonably withhold their its consent to any such assignment, (ii) no such consent of the Borrower Borrowers shall be required after the occurrence and during the continuance of an Event of Default, and (iii) no such consent of the Borrower Borrowers or the Agent shall be required in connection with the case of an assignment to the Federal Reserve a Bank for purposes or an Affiliate of satisfying a Bank's capital requirements. Upon receipt of such approval and to confirm the status of each additional Bank as a party to this Agreement and to evidence the assignment in accordance herewith:
Appears in 1 contract
Samples: Credit Agreement (Entegris Inc)
Sale or Assignment; Addition of Banks. Except as ------------------------------------- permitted under the terms and conditions of this Section 8.12 8.14 or, with respect to participations, under Section 8.138.15, no Bank may sell, assign or transfer its rights or obligations under this Agreement or its interest in any Revolving Note. Any Bank, at any time upon at least five ten (510) Business Days' prior written notice to the Agent and the Borrower (unless the Agent and the Borrower consent to a shorter period of time), may assign all of such Bank's Notes, Advances and Facility Amounts, or a portion thereof (provided so long as any such portion is not less than then $5,000,000) 5,000,000 and is in equal percentages of such assigning Bank's Revolving NoteFacility Amounts), Advances and Revolving Commitment to a domestic or foreign bank (having a branch office in the United States), an insurance company or other financial institution having deposits in excess of $500,000,000 (an "Applicant") on any date (the "Adjustment Date") selected by such Bank, but only so long as the Borrower and the Agent shall have provided their its prior written approval of such proposed Applicant, which prior written approval will not be unreasonably withheld. Notwithstanding the foregoing, (i) the Borrower will assignments may be made by a Bank to another Bank already a party to this Agreement in an amount not unreasonably withhold their consent to any such assignment, less than $1,000,000 and (ii) no such consent of the Borrower shall be required after for the occurrence and during the continuance sale of an Event interest to an affiliate of Defaulta Bank or, and (iii) no such consent of the Borrower or the Agent in any event, if a Default Period shall be required in connection with an assignment to the Federal Reserve Bank for purposes of satisfying a Bank's capital requirementsexist. Upon receipt of such approval and to confirm the status of each additional Bank as a party to this Agreement and to evidence the assignment in accordance herewith:
Appears in 1 contract
Sale or Assignment; Addition of Banks. Except as permitted under the terms and conditions of this Section 8.12 or, with respect to participations, under Section 8.13, no Bank may sell, assign or transfer its rights or obligations under this Agreement or its interest in any Revolving Note. Any Bank, at any time upon at least five (5) Business Days' ’ prior written notice to the Agent and the Borrower (unless the Agent and the Borrower consent to a shorter period of time), may assign all or a portion (provided such portion is not less than $5,000,00010,000,000) of such Bank's ’s Revolving Note, Advances Loans and Revolving Commitment to a domestic or foreign bank (having a branch office in the United States), an insurance company or other financial institution (an "“Applicant"”) on any date (the "“Adjustment Date"”) selected by such Bank, but only so long as the Borrower and the Agent shall have provided their prior written approval of such proposed Applicant. Notwithstanding the foregoing, (i) the Borrower and the Agent will not unreasonably withhold their its consent to any such assignment, (ii) no such consent of the Borrower Borrower, shall be required after the occurrence and during the continuance of an Event of Default, and (iii) no such consent of the Borrower or the Agent shall be required in connection with the case of an assignment to the Federal Reserve a Bank for purposes or an Affiliate of satisfying a Bank's capital requirements. Upon receipt of such approval and to confirm the status of each additional Bank as a party to this Agreement and to evidence the assignment in accordance herewith:
Appears in 1 contract
Samples: Credit Agreement (Entegris Inc)
Sale or Assignment; Addition of Banks. Except as permitted under the terms and conditions of this Section 8.12 or, with respect to participations, under Section 8.138. 13, no Bank may sell, assign or transfer its rights or obligations under this Agreement or its interest in any Revolving Note. Any Bank, at any time upon at least five (5) Business Days' prior written notice to the Agent and the Borrower Borrowers (unless the Agent and the Borrower Borrowers consent to a shorter period of time), may assign all or a portion (provided such portion is not less than $5,000,0001,000,000) of such Bank's Revolving NoteNotes, Advances Advances, and Revolving Commitment Commitments to a domestic or foreign bank (having a branch office in the United States), an insurance company or other financial institution (an "Applicant") on any date (the "Adjustment Date") selected by such Bank, but only so long as the Borrower Borrowers and the Agent shall have provided their prior written approval of such proposed Applicant. Notwithstanding the foregoing, (i) the Borrower Borrowers will not unreasonably withhold their consent to any such assignment, (ii) no such consent of the Borrower Borrowers shall be required after the occurrence and during the continuance of an Event of Default, and (iii) no such consent of the Borrower Borrowers or the Agent shall be required in connection with an assignment to the Federal Reserve Bank for purposes of satisfying a Bank's capital requirements. Upon receipt of such approval and to confirm the status of each additional Bank as a party to this Agreement and to evidence the assignment in accordance herewith:
Appears in 1 contract
Sale or Assignment; Addition of Banks. Except as permitted under the terms and conditions of this Section 8.12 or, with respect to participations, under Section 8.13, no Bank may sell, assign or transfer its rights or obligations under this Agreement or its interest in any Revolving Note. Any Bank, at any time upon at least five (5) Business Days' ’ prior written notice to the Agent and the Borrower (unless the Agent and the Borrower consent to a shorter period of time), may assign all or a portion (provided such portion is not less than $5,000,00010,000,000) of such Bank's ’s Revolving Note, Advances Loans and Revolving Commitment to a domestic or foreign bank (having a branch office in the United States), an insurance company or other financial institution (an "“Applicant"”) on any date (the "“Adjustment Date"”) selected by such Bank, but only so long as the Borrower and the Agent shall have provided their prior written approval of such proposed Applicant. Notwithstanding the foregoing, (i) the Borrower and the Agent will not unreasonably withhold their its consent to any such assignment, (ii) no such consent of the Borrower Borrower, shall be required after the occurrence and during the continuance of an Event of Default, and (iii) no such consent of the Borrower or the Agent shall be required in connection with an assignment to the Federal Reserve Bank for purposes of satisfying a Bank's ’s capital requirements. Upon receipt of such approval and to confirm the status of each additional Bank as a party to this Agreement and to evidence the assignment in accordance herewith:
Appears in 1 contract
Samples: Credit Agreement (Entegris Inc)
Sale or Assignment; Addition of Banks. Except as permitted under the terms and conditions of this Section 8.12 or, with respect to participations, under Section 8.13, no Bank may sell, assign or transfer its rights or obligations under this Agreement or its interest in any Revolving Note. Any Bank, at any time upon at least five (5) Business Days' prior written notice to the Agent and the Borrower (unless the Agent and the Borrower consent to a shorter period of time), may assign all or a portion (provided such portion is not less than $5,000,000) of such Bank's Revolving NoteNotes, Advances Advances, and Revolving Commitment Commitments to a domestic or foreign bank (having a branch office in the United States), an insurance company or other financial institution (an "Applicant") on any date (the "Adjustment Date") selected by such Bank, but only so long as the Borrower and the Agent shall have provided their prior written approval of such proposed Applicant. Notwithstanding the foregoing, (i) the Borrower will not unreasonably withhold their its consent to any such assignment, (ii) no such consent of the Borrower shall be required after the occurrence and during the continuance of an Event of Default, and (iii) no such consent of the Borrower or the Agent shall be required in connection with an assignment to the Federal Reserve Bank for purposes of satisfying a Bank's capital requirements. Upon receipt of such approval and to confirm the status of each additional Bank as a party to this Agreement and to evidence the assignment in accordance herewith:: E-50 Exhibit 10(i)
Appears in 1 contract
Samples: Credit Agreement (Innovex Inc)