Successors and Assigns; Assignments. (a) This Agreement shall be binding upon, and inure to the benefit of, the Lenders, the Trust, the Indenture Trustee, the Trust Depositor, the Servicer and their respective successors and permitted assigns (other than Participants); provided that neither the Servicer nor the Trust Depositor may assign any of its rights or obligations hereunder (by operation of law or otherwise) without the prior written consent of the Lenders except as otherwise provided herein or in the Pooling Agreement; and provided further, that no assignment permitted hereunder shall relieve the Trust Depositor or the Servicer, as applicable, from any of their respective obligations arising hereunder prior to such assignment (including obligations with respect to breaches of representations and warranties made herein).
(b) Subject to the other provisions of this Agreement, each Lender may at any time sell, assign or otherwise transfer (each, an "Assignment") to any assignee (upon such assignment, a "Lender") all or part of the obligations due to it in respect of its Loan and its rights and obligations under this Agreement; provided that (i) if a partial assignment of the assignor Lender's interest in the Loan, the minimum amount of such assignment of the Loan shall be $1,000,000, (ii) such assignee Lender shall have entered into an Assignment Agreement in the form of Exhibit A, pursuant to which such assignee Lender has agreed in writing to assume the rights and obligations of the assignor Lender (to the extent of such Assignment), (iii) such assignee Lender shall, upon the request of the Trust Depositor, provide the Indenture Trustee, the Servicer and the Trust Depositor (prior to the effective date of its Assignment Agreement) with an opinion of counsel reasonably satisfactory to the Indenture Trustee and the Trust Depositor, as to the enforceability of this Agreement and the Assignment Agreement with respect to such assignee Lender, (iv) such assignee Lender shall comply with Section 8.08(d) and shall have delivered to the Indenture Trustee, prior to the effectiveness of such Assignment, an executed copy of an agreement under which such assignee Lender has made the representations, warranties and covenants required to be made pursuant to such Section and Section 2.08(d), (v) such assignee Lender shall have entered into a Confidentiality Agreement substantially in the form of Exhibit C, and (vi) if Section 2.08(d) applies to such assignee Lender, such assignee Lender and the Agent s...
Successors and Assigns; Assignments. Agreement shall be binding upon and inure to the benefit of the Borrower and the Lender and their respective successors and assigns permitted hereby, except that neither party may assign or transfer any of its rights hereunder without the prior written consent of the other party.
Successors and Assigns; Assignments. All terms and provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective transferees, successors and assigns. No party hereto may assign any of its rights or delegate any of its duties hereunder without the prior written consent of the other parties, and any such attempted assignment or delegation without such consent shall be null and void.
Successors and Assigns; Assignments. This Agreement shall inure to the benefit of, and be binding upon, the parties and their respective successors and permitted assigns. The Purchaser may, without the consent of any Company Party, sell, assign or delegate to one or more Persons (each an “Assignee”) its rights and obligations under this Agreement or any other Investment Document and all, or any part, of the Obligations; provided, however, that the Company Parties may continue to deal solely and directly with the Purchaser in connection with the interest so assigned to the Assignee until written notice of such assignment, together with payment instructions, addresses and related information with respect to the Assignee shall have been given to the Company. If the Purchaser assigns to one or more Assignees a fifty percent (50.0%) or lesser interest in and to the then outstanding aggregate principal amount of all Notes, any decisions that the Purchaser is entitled to make under this Agreement, the Notes and the other Investment Documents shall be made by the Purchaser, and the Company may continue to deal solely and directly with respect to the Purchaser in connection with the interests so assigned to the Assignee(s). If the Purchaser assigns to any Assignee more than a fifty percent (50.0%) interest in and to the then outstanding aggregate principal amount of all Notes, any decisions that the Purchaser is entitled to make under this Agreement, the Notes and the other Investment Documents shall be made by the Holders of a majority of the principal amount of the Notes outstanding at the time such decision is made.
Successors and Assigns; Assignments. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Administrator may not assign or transfer any or all its rights and obligations hereunder without the prior written consent of the Managing Member and the Subordinated Lender. Any assignment or transfer of rights or obligations under this Agreement that does not comply with this Section shall be null and void.
Successors and Assigns; Assignments. This Agreement shall bind and inure to the benefit of and be enforceable by Clearing Bank, Borrower, and Lender and their respective successors and permitted assigns. Lender shall have the right to assign or transfer its rights under this Agreement in connection with any assignment of the Loan and the Loan Documents. Borrower shall not have the right to assign or transfer its rights or obligations under this Agreement without the prior written consent of Lender.
Successors and Assigns; Assignments. This Agreement shall inure to the benefit of, and be binding upon, the parties and their respective successors and permitted assigns. The Purchaser may, without the consent of the Company, sell, assign or delegate to one or more Persons (each an "ASSIGNEE") all or any part of its right, title and interest in and to this Agreement, any Note or any other Related Agreement, including all or any part of the Obligations to Purchaser, subject to compliance with applicable federal and state securities laws; PROVIDED, HOWEVER, that, in any privately negotiated transaction involving a sale or assignment by the Purchaser of any such right, title or interest, the Purchaser shall obtain from the Assignee in writing investment intent representations which would be customarily obtained in transactions of such nature; and PROVIDED FURTHER, HOWEVER, that the Company may continue to deal solely and directly with the Purchaser in connection with any right, title or interest so assigned until written notice of such assignment, together with payment instructions, addresses and related information with respect to the Assignee, shall have been given to the Company. If the Purchaser assigns to any Assignee a fifty percent (50.0%) or lesser interest in and to the aggregate principal amount of the Notes then outstanding, any decisions that the Purchaser is entitled to make under this Agreement, the Notes and the other Related Agreements shall be made by the Purchaser, and the Company may continue to deal solely and directly with respect to the Purchaser in connection with the interests so assigned to the Assignee.
Successors and Assigns; Assignments. This Agreement shall bind and inure to the benefit of and be enforceable by the Cash Management Bank, the Company and the Class A Member and their respective permitted successors and assigns. The Class A Member shall have the right to assign or transfer its rights under this Agreement. Any assignee or transferee of the Class A Member, the identity of which shall have been notified to the Cash Management Bank by the Class A Member, shall be entitled to all the benefits afforded the Class A Member under this Agreement.
Successors and Assigns; Assignments. This Agreement shall inure to the benefit of, and be binding upon, the parties and their respective successors and permitted assigns. No Borrower shall assign any of its rights and obligations hereunder or any interest herein or therein without the prior written consent of the Requisite Holders. The Purchaser may, at any time and from time to time without the consent of any Borrower, assign, transfer or delegate to one or more Persons (each an “Assignee”) all or any part of its right, title and interest in and to this Agreement and the other Investment Documents, including, without limitation, all or any part of the Obligations, subject to compliance with applicable federal and state securities laws; provided, however, that, in any privately negotiated transaction involving a sale or assignment of any such right, title or interest, the transferor shall obtain from the Assignee in writing investment intent representations which would be customarily obtained in transactions of such nature; and provided further, that the Borrowers or the Purchaser, as applicable, shall continue to deal solely and directly with the transferor in connection with any right, title or interest so assigned until written notice of such assignment, together with payment instructions, addresses and related information with respect to the Assignee, shall have been given to the Borrowers and the Purchaser.
Successors and Assigns; Assignments. The Bank" and "the -------------------------------------- Borrower" as used in this Agreement shall include the successors, representatives and assigns of those parties, provided, however, that the Borrower shall not assign or delegate any of its rights, remedies, warranties, representations or covenants arising under this Agreement or any other Loan Document without the prior written consent of the Bank, and any purported assignment or delegation without such consent shall be void.
