Common use of Successors and Assigns; Assignments and Participations Clause in Contracts

Successors and Assigns; Assignments and Participations. (a) Each Lender may at any time assign all or a portion of its rights and delegate all or a portion of its obligations under this Agreement and the other Loan Documents (including all its rights and obligations with respect to the Loans) to one or more Persons (a "TRANSFEREE"); provided, (i) that such Transferee and such assigning Lender shall execute and deliver to Agent for acceptance and recording in the Register, a Lender Addition Agreement and (ii) such assignments shall involve Obligations of not less than $5,000,000 or, if less, the remaining Commitment of such Lender. Upon such execution, delivery, acceptance and recording, from and after the effective date determined pursuant to such Lender Addition Agreement, (i) the Transferee thereunder shall be a party hereto and, to the extent provided in such Lender Addition Agreement, have the same rights, benefits and obligations as it would if it were a Lender hereunder, (ii) the assigning Lender shall be relieved of its obligations hereunder with respect to its Commitment or assigned portion thereof, as the case may be, to the extent that such obligations shall have been expressly assumed by the Transferee pursuant to such Lender Addition Agreement (and, in the case of a Lender Addition Agreement covering all or the remaining portion of an assigning Lender's rights and obligations under this Agreement, such assigning Lender shall cease to be a party hereto but shall nevertheless continue to be entitled to the benefits of Sections 12.4 and 12.

Appears in 1 contract

Samples: Revolving Credit, Term Loan and Security Agreement (Acorn Products Inc)

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Successors and Assigns; Assignments and Participations. (a) Each Lender may at any time assign all or a portion of its rights and delegate all or a portion of its obligations under this Agreement and the other Loan Documents (including all its rights and obligations with respect to the Loans) to one or more Persons (a "TRANSFEREETransferee"); provided, (i) that such Transferee and such assigning Lender shall execute and deliver to Agent for acceptance and recording in the Register, a Lender Addition Agreement and (ii) such assignments shall involve Obligations of not less than $5,000,000 or, if less, the remaining Commitment of such LenderAgreement. Upon such execution, delivery, acceptance and recording, from and after the effective date determined pursuant to such Lender Addition Agreement, (i) the Transferee thereunder shall be a party hereto and, to the extent provided in such Lender Addition Agreement, have the same rights, benefits and obligations as it would if it were a Lender hereunder, (ii) the assigning Lender shall be relieved of its obligations hereunder with respect to its Commitment or assigned portion thereof, as the case may be, to the extent that such obligations shall have been expressly assumed by the Transferee pursuant to such Lender Addition Agreement (and, in the case of a Lender Addition Agreement covering all or the remaining portion of an assigning Lender's rights and obligations under this Agreement, such assigning Lender shall cease to be a party hereto but shall nevertheless continue to be entitled to the benefits of Sections 12.4 and 12.

Appears in 1 contract

Samples: Revolving Credit and Security Agreement (Covista Communications Inc)

Successors and Assigns; Assignments and Participations. (a) Each Subject to Sections 12.2(f) and (h), a Lender may at any time time, with the consent of the Agent and such Lender’s Managing Agent (such consent not to be unreasonably withheld), assign all or a portion of its rights and delegate all or a portion of its obligations Loans and/or, in the case of any Bank Branch, its Revolving Loan Amount under this Agreement and the other Loan Documents (including all its rights and obligations with respect to the LoansLoan) to one or more Persons (a "TRANSFEREE"“Transferee”); provided. Notwithstanding anything to the contrary in this Agreement, (i) that such there shall be no limitation or restriction on any Lender’s ability to assign, pledge or otherwise transfer any Note or other Obligation. The Transferee and such assigning Lender shall execute and deliver to Agent for acceptance and recording in the Lender Register, a Lender Addition Agreement Agreement, which shall be in form and substance reasonably acceptable to Agent in its sole discretion (ii) such assignments shall involve Obligations of not less than $5,000,000 or, if less, the remaining Commitment of such Lender“Lender Addition Agreement”). Upon such execution, delivery, acceptance and recording, from and after the effective date determined pursuant to such Lender Addition Agreement, (i) the Transferee thereunder shall be a party hereto and, to the extent provided in such Lender Addition Agreement, have the same rights, benefits and obligations as it would if it were a Lender hereunder, (ii) the assigning Lender shall be relieved of its obligations hereunder with respect to its Commitment Loans or assigned portion thereof, as the case may be, to the extent that such obligations shall have been expressly assumed by the Transferee pursuant to such Lender Addition Agreement (and, in the case of a Lender Addition Agreement covering all or the remaining portion of an assigning Lender's ’s rights and obligations under this Agreement, such assigning Lender shall cease to be a party hereto but but, with respect to matters occurring before such assignment, shall nevertheless continue to be entitled to the benefits of Sections 12.4 and 12.

Appears in 1 contract

Samples: Loan and Security Agreement (RumbleOn, Inc.)

Successors and Assigns; Assignments and Participations. (a) Each Lender may at any time assign all or a portion of its rights and delegate all or a portion of its obligations under this Agreement and the other Loan Documents (including all its rights and obligations with respect to the Loans) to one or more Persons (a "TRANSFEREETransferee"); provided, that (i) that so long as no Default or Event of Default has occurred and is continuing and subject to the provisions of Section 13.2(h) hereof, such Transferee shall be a Qualified Lender and (ii) such Transferee and such assigning Lender shall execute and deliver to Agent for acceptance and recording in the Register, a Lender Addition Agreement Agreement, which shall be in form and (ii) such assignments shall involve Obligations of not less than $5,000,000 or, if less, the remaining Commitment of such Lendersubstance reasonably acceptable to Agent in its Permitted Discretion. Upon such execution, delivery, acceptance and recording, from and after the effective date determined pursuant to such Lender Addition Agreement, (iA) the Transferee thereunder shall be a party hereto and, to the extent provided in such Lender Addition Agreement, have the same rights, benefits and obligations as it would if it were a Lender hereunder, (iiB) the assigning Lender shall be relieved of its obligations hereunder with respect to its Commitment or assigned portion thereof, as the case may be, to the extent that such obligations shall have been expressly assumed by the Transferee pursuant to such Lender Addition Agreement (and, in the case of a Lender Addition Agreement covering all or the remaining portion of an assigning Lender's rights and obligations under this Agreement, such assigning Lender shall cease to be a party hereto but shall nevertheless continue to be entitled to the benefits of Sections 12.4 13.4 and 1213.

Appears in 1 contract

Samples: Revolving Credit, Term Loan, and Security Agreement (Advanced Nutraceuticals Inc/Tx)

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Successors and Assigns; Assignments and Participations. (a) Each Lender may at any time assign all or a portion of its rights and delegate all or a portion of its obligations under this Agreement and the other Loan Documents (including all its rights and obligations with respect to the Loans) to one or more Persons (a "TRANSFEREE"); provided, (i) that such Transferee and such assigning Lender shall execute and deliver to Agent for acceptance and recording in the Register, a Lender Addition Agreement and (ii) such assignments shall involve Obligations Agreement, substantially in the form of not less than $5,000,000 or, if less, the remaining Commitment of such Lender. Exhibit C. Upon such execution, delivery, acceptance and recording, from and after the effective date determined pursuant to such Lender Addition Agreement, (i) the Transferee thereunder shall be a party hereto and, to the extent provided in such Lender Addition Agreement, have the same rights, benefits and obligations as it would if it were a Lender hereunder, (ii) the assigning Lender shall be relieved of its obligations hereunder with respect to its Commitment or assigned portion thereof, as the case may be, to the extent that such obligations shall have been expressly assumed by the Transferee pursuant to such Lender Addition Agreement (and, in the case of a Lender Addition Agreement covering all or the remaining portion of an assigning Lender's rights and obligations under this Agreement, such assigning Lender shall cease to be a party hereto but shall nevertheless continue to be entitled to the benefits of Sections 12.4 and Section 12.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Texas San Macros Treatment Center Lp)

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