Common use of Sales, Assignments Clause in Contracts

Sales, Assignments. Each Lender hereby agrees that, with respect to any sale or assignment (other than pursuant to Section 3.2.6 or in the case of an assignment by Canadian Lender to an Affiliate of Canadian Lender or of Administrative Agent) (a) no such sale or assignment shall be for an amount of less than $5,000,000 (or the aggregate principal amount of Loans owing to such Lender, if less), (b) each such sale or assignment shall be made on terms and conditions which are customary in the industry at the time of the transaction, (c) Administrative Agent and, in the absence of a Default or Event of Default, Borrowers, must consent, such consent not to be unreasonably withheld, to each such assignment to a Person that is not an original signatory to this Agreement, and (d) the assignee Lender shall pay to the Administrative Agent a processing and recordation fee of $3,500 and any out-of-pocket legal fees and expenses incurred by the Administrative Agent in connection with any such sale or assignment. After such sale or assignment has been consummated (i) the assignee Lender thereupon shall become a "Lender" for all purposes of this Agreement and (ii) the assigning Lender shall have no further liability for funding Loans under this Agreement to the extent such liability was assumed by such other Lender.

Sales, Assignments. Each Lender hereby agrees that, with respect to any sale or assignment (other than pursuant to Section 3.2.6 any sale or in the case of an assignment by Fleet Canada, in its capacity as a Canadian Lender to an Affiliate of Canadian Lender Fleet Canada or of Administrative AgentFleet which is resident in Canada) (ai) no such sale or assignment shall be for an amount of less than Cdn. $5,000,000 (or the aggregate principal amount of Loans owing to such Lender, if less)5,000,000, (bii) each such sale or assignment shall be made on terms and conditions which are customary in the industry at the time of the transaction, (ciii) Administrative Agent and, in the absence of a Default or an Event of Default, Borrowerseach Borrower, must consent, such consent not to be unreasonably withheld, to each such assignment to a Person that is not an original signatory to this Agreement, and (div) the assignee assigning Lender shall pay to the Administrative Agent a processing and recordation fee of U.S. $3,500 and any out-of-pocket legal fees and expenses incurred by the Administrative Agent in connection with any such sale or assignment. In addition, each assignment shall be evidenced by an Assignment and Acceptance Agreement among Administrative Agent, the assigning Lender and the assignee Lender. After such sale or assignment has been consummated (ix) the assignee Lender thereupon shall become a "“Lender" ” for all purposes of this Agreement and (iiy) the assigning Lender shall have no further liability for funding Loans under this Agreement to the extent such liability was portion of Revolving Loan Commitments assumed by such other Lender.

Sales, Assignments. Each Lender hereby agrees that, with respect to any sale or assignment (other than the purchase of a Participating Interest pursuant to Section 3.2.6 SECTION 3.13 or 3.14) or in the case of an assignment by Canadian Lender or U.K. Lender to an Affiliate of Canadian Lender or of Administrative Agent) Agent (ai) no such sale or assignment shall be for an amount of less than $5,000,000 (or in the aggregate principal amount of Loans owing to such Lender, if less)and $1,000,000 increments in excess thereof, (bii) each such sale or assignment shall be made on terms and conditions which are customary in the industry at the time of the transaction, (c) Administrative Agent and, in the absence of a Default or an Event of Default, Borrowers, must consent, such consent not to be unreasonably withheld, to each such assignment to a Person that is not an original signatory to this Agreement, and (diii) the assignee assigning Lender shall pay to the Administrative Agent a processing and recordation fee of $3,500 and any out-of-pocket legal fees and expenses incurred by the Administrative Agent in connection with any such sale or assignmentassignment and (iv) Agent, the assigning Lender and the assignee Lender shall each have executed and delivered an Assignment and Acceptance Agreement. After such sale or assignment has been consummated (ix) the assignee Lender thereupon shall become a "Lender" for all purposes of this Agreement and (iiy) the assigning Lender shall have no further liability for funding Loans under this Agreement to the extent such liability was portion of Revolving Loan Commitments assumed by such other Lender. Any assignment by a Lender shall be on a PRO RATA basis among all Revolving Credit Loans and Participating Interests.