Common use of Successors and Assigns; Assignments Clause in Contracts

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. None of the Company Parties shall assign or delegate any of their rights and obligations hereunder or any interest herein or therein without the prior written consent of the Purchaser. The Purchaser may, without the consent of any Company Party, sell, assign or delegate to one or more Persons (each 103 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 the Company Parties 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 Note then outstanding, any decisions that the Purchaser is entitled to make under this Agreement, the Note 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. If the Purchaser assigns to any Assignee more than a fifty percent (50.0%) interest in and to the aggregate principal amount of the Note then outstanding, any decisions that the Purchaser is entitled to make under this Agreement, the Note and the other Investment Documents shall be made (a) by the Holders of a majority of the aggregate principal amount of the Note outstanding at the time such decision is or is to be made, or (b) if notice thereof is given to the Company by the Holders of a majority of the aggregate principal amount of the Note outstanding at the time, such decisions shall be made in the manner directed by such Holders. Notwithstanding the foregoing, upon such assignment by the Purchaser, the following provisions shall not be assignable by the Purchaser to any assignee, except to an Affiliate or limited or general partner of the Purchaser: SECTION 9.3(c) though SECTION 9.3(s) (with regard to delivery of certain documents), SECTION 9.7 (only with respect to notification of any default under all leases of Real Property), SECTION 9.11 (Communication with Accountants), SECTION 9.14(e) (Preparation of Environmental Reports) and SECTION 9.18 (only with respect to providing copies of Company SEC Documents). Any obligations of the Purchaser to indemnify any Company Party pursuant to SECTION 8 shall be delegable by the Purchaser, but the Purchaser shall remain liable thereunder.

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. None of the No Company Parties shall Party may assign or delegate any of its or their rights and obligations hereunder or any interest herein or therein without the prior written consent of the Purchaser. The Purchaser may, without the consent of any Company Party, sell, assign or delegate to one or more Persons (each 103 106 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 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 Parties may shall 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 CompanyCompany Parties. If the Purchaser assigns to any Assignee a fifty percent (50.0%) or lesser interest in and to the aggregate principal amount of the Note then outstanding, any decisions that the Purchaser is entitled to make under this Agreement, the Note and the other Investment Documents shall be made by the Purchaser, and the Company Parties may continue to deal solely and directly with respect to the Purchaser in connection with the interests so assigned to the Assignee. If the Purchaser assigns to any Assignee more than a fifty percent (50.0%) interest in and to the aggregate principal amount of the Note then outstanding, any decisions that the Purchaser is entitled to make under this Agreement, the Note and the other Investment Documents shall be made (a) by the Holders of a majority of the aggregate principal amount of the Note outstanding at the time such decision is or is to be made, or (b) if notice thereof is given to the Company Issuers by the Holders of a majority of the aggregate principal amount of the Note outstanding at the time, such decisions shall be made in the manner directed by such Holders. Notwithstanding the foregoing, upon such assignment by the Purchaser, the following provisions shall not be assignable by the Purchaser to any assignee, except to an Affiliate or limited or general partner of the Purchaser: SECTION 9.3(c) though SECTION 9.3(s) (with regard to delivery of certain documents), SECTION 9.7 (only with respect to notification of any default under all leases of Real Property), SECTION 9.11 (Communication with Accountants), SECTION 9.14(e) (Preparation of Environmental Reports) and SECTION 9.18 (only with respect to providing copies of Company SEC Documents). Any obligations of the Purchaser to indemnify any Company Party pursuant to SECTION 8 shall be delegable by the Purchaser, but the Purchaser shall remain liable thereunder.

Successors and Assigns; Assignments. Any corporation or association into which the Collateral Administrator may be merged or converted or with which it may be consolidated, or any corporation or association resulting from any merger, conversion or consolidation to which the Collateral Administrator shall be a party, or any corporation or association to which all or substantially all of the corporate trust business of the Collateral Administrator may be sold or otherwise transferred, shall be the successor Collateral Administrator hereunder without any further act. This Agreement shall inure to the benefit of, and be binding upon, the parties and their respective successors and permitted assigns. None assigns of each of the Company Parties shall Collateral Manager, the Borrower Parties, and the Collateral Administrator. No party hereto may assign or delegate any of their its rights and or obligations hereunder under this Agreement (whether by way of security or any interest herein or therein otherwise) without the prior written consent of the Purchaser. The Purchaser mayother parties hereto, without a Majority of the consent of any Company Party, sell, assign or delegate to one or more Persons Equity Investors and the Administrative Agent; provided that (each 103 an "ASSIGNEE"a) all or any part of the Borrower may xxxxx x xxxx on its right, title and interest rights hereunder as provided in and to this the Loan Agreement and the other Investment DocumentsCollateral Administrator and the Collateral Manager hereby acknowledge and consent to the creation of such lien; (b) the Collateral Administrator may delegate to, includingemploy as agent, without limitationor otherwise cause any duty or obligation hereunder to be performed by, all or any part Affiliate of the ObligationsCollateral Administrator or its successors without the prior written consent of the Collateral Manager and the Borrower Parties; provided that, subject to compliance with applicable federal and state securities laws; PROVIDEDexcept as otherwise provided herein, HOWEVER, that the Company Parties may continue to deal solely and Collateral Administrator shall remain 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 liable 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 Borrower Parties and to the aggregate principal amount Collateral Manager for the performance of the Note then outstanding, any decisions that the Purchaser is entitled to make under this Agreement, the Note its duties and the other Investment Documents shall be made by fulfillment of its obligations hereunder; and (c) the Purchaser, Collateral Manager may delegate or assign its duties hereunder upon the same terms and the Company may continue to deal solely conditions for delegation and directly with respect to the Purchaser in connection with the interests so assigned to the Assignee. If the Purchaser assigns to any Assignee more than a fifty percent (50.0%) interest in and to the aggregate principal amount of the Note then outstanding, any decisions that the Purchaser is entitled to make under this Agreement, the Note and the other Investment Documents shall be made (a) by the Holders of a majority of the aggregate principal amount of the Note outstanding at the time such decision is or is to be made, or (b) if notice thereof is given to the Company by the Holders of a majority of the aggregate principal amount of the Note outstanding at the time, such decisions shall be made assignment as are set forth in the manner directed by such Holders. Notwithstanding the foregoing, upon such assignment by the Purchaser, the following provisions shall not be assignable by the Purchaser to any assignee, except to an Affiliate or limited or general partner of the Purchaser: SECTION 9.3(c) though SECTION 9.3(s) (with regard to delivery of certain documents), SECTION 9.7 (only with respect to notification of any default under all leases of Real Property), SECTION 9.11 (Communication with Accountants), SECTION 9.14(e) (Preparation of Environmental Reports) and SECTION 9.18 (only with respect to providing copies of Company SEC Documents). Any obligations of the Purchaser to indemnify any Company Party pursuant to SECTION 8 shall be delegable by the Purchaser, but the Purchaser shall remain liable thereunderLoan Agreement.

Successors and Assigns; Assignments. This The provisions of this Agreement shall be binding upon and inure to the benefit of, and be binding upon, of the parties hereto and their respective successors and assigns permitted assigns. None of hereby, except that the Company Parties shall Borrower may not assign or delegate otherwise transfer (including through participation) any of their its rights and or obligations hereunder or any interest herein or therein without the prior written consent of the PurchaserLender (and any attempted assignment or transfer by the Borrower without such consent shall be null and void). The Purchaser may, Lender may assign or otherwise transfer any or all of its rights or obligations hereunder (i) at any time without the consent of the Borrower to any Company Partyother branch, sellagency, assign department, entity or delegate other instrumentality of the United States federal government; and (ii) to one any other Person with the prior written consent of the Borrower, which consent shall not be unreasonably withheld, delayed or more Persons (each 103 conditioned, it being agreed by the Lender that a reasonable basis on which the Borrower may withhold its consent to such assignment would include the assignee’s refusal to enter into an "ASSIGNEE") all or any part of its right, title and interest in and amendment to this Agreement or other binding written undertaking providing assurances to the Borrower consistent in substance with the provisions of Sections 3.03 (a) through (f) of the OEM Loan Agreement. All assignments permitted hereunder shall be effected pursuant to documentation reasonably satisfactory to the Lender. From and after the date of effectiveness of any assignment of the rights and obligations of the Lender hereunder, the assignee thereunder shall be a party hereto and have the rights and obligations of the assigning Lender under this Agreement (to the extent of the interest so assigned) and the other Investment Loan Documents, including, without limitation, all or any part of the Obligations, subject to compliance with applicable federal and state securities laws; PROVIDED, HOWEVER, that the Company Parties 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 Note then outstanding, any decisions that the Purchaser is entitled to make under this Agreement, the Note and the other Investment Documents shall be made by the Purchaser, and the Company may assigning Lender thereunder shall be released from its obligations under this Agreement (to the extent of the interest so assigned) and, to the extent the entire amount of its Loans have been assigned or transferred, the Lender shall cease to be a party hereto but shall continue to deal solely and directly with respect be entitled to the Purchaser in connection with benefits of Section 9.05. Any assignment or transfer by the interests so assigned to the Assignee. If the Purchaser assigns to any Assignee more than a fifty percent (50.0%) interest in and to the aggregate principal amount Lender of the Note then outstanding, any decisions that the Purchaser is entitled to make rights or obligations under this Agreement, the Note and the other Investment Documents Agreement that does not comply with this Section 9.06 shall be made (a) by the Holders of a majority of the aggregate principal amount of the Note outstanding at the time such decision is or is to be made, or (b) if notice thereof is given to the Company by the Holders of a majority of the aggregate principal amount of the Note outstanding at the time, such decisions shall be made in the manner directed by such Holders. Notwithstanding the foregoing, upon such assignment by the Purchaser, the following provisions shall not be assignable by the Purchaser to any assignee, except to an Affiliate or limited or general partner of the Purchaser: SECTION 9.3(c) though SECTION 9.3(s) (with regard to delivery of certain documents), SECTION 9.7 (only with respect to notification of any default under all leases of Real Property), SECTION 9.11 (Communication with Accountants), SECTION 9.14(e) (Preparation of Environmental Reports) null and SECTION 9.18 (only with respect to providing copies of Company SEC Documents). Any obligations of the Purchaser to indemnify any Company Party pursuant to SECTION 8 shall be delegable by the Purchaser, but the Purchaser shall remain liable thereundervoid.

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. None of the Company Parties shall assign or delegate any of their rights and obligations hereunder or any interest herein or therein without the prior written consent of the Purchaser. The Purchaser may, without the consent of any Company Partymember of the GFN Group, sell, assign or delegate to one or more Persons other than a Person engaged, directly or indirectly, in a business that is competitive with the business of the GFN Group as of the time at any time (each 103 an "ASSIGNEE"“Assignee”) all or any part of its right, title and interest in and to this Agreement and Agreement, the Securities or any other Investment DocumentsRelated Agreement, including, without limitation, all or any part of the ObligationsObligations to the Purchaser, subject to compliance with applicable federal and state securities laws; PROVIDEDprovided, HOWEVERhowever, 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 Parties applicable member of the GFN Group 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 Companysuch member. If the Purchaser assigns to any Assignee or Assignees a fifty percent (50.0%) or lesser interest in and to the aggregate principal amount of the Note then outstanding, any consents, approvals, waivers, demands and other decisions that the Purchaser is entitled to make under this Agreement, the Note and the other Investment Documents 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. If Assignee(s), and the Purchaser assigns to shall indemnify, defend and hold harmless the Company from any Assignee more than a fifty percent (50.0%) interest Losses suffered or sustained by the Company in and reliance upon direction from the Purchaser with respect to the aggregate principal amount of interests so assigned. At any time that the original Note then outstandingissued on the Closing Date is divided into two or more smaller Notes, any all consents, approvals, waivers, demands and decisions that the Purchaser is entitled to make under this Agreement, the Note and the other Investment Documents Related Agreements shall be made (a) only by the Holders holders of a majority of the aggregate principal amount of the Note outstanding at the time such decision is or is to be made, or (b) if notice thereof is given to the Company by the Holders of a majority of the aggregate principal amount of the Note outstanding at the time, such decisions shall be made in the manner directed by such Holders. Notwithstanding the foregoing, upon such assignment by the Purchaser, the following provisions shall not be assignable by the Purchaser to any assignee, except to an Affiliate or limited or general partner of the Purchaser: SECTION 9.3(c) though SECTION 9.3(s) (with regard to delivery of certain documents), SECTION 9.7 (only with respect to notification of any default under all leases of Real Property), SECTION 9.11 (Communication with Accountants), SECTION 9.14(e) (Preparation of Environmental Reports) and SECTION 9.18 (only with respect to providing copies of Company SEC Documents). Any obligations of the Purchaser to indemnify any Company Party pursuant to SECTION 8 shall be delegable by the Purchaser, but the Purchaser shall remain liable thereunderNotes then outstanding.

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. None of the No Company Parties shall Party may assign or delegate any of its or their rights and obligations hereunder or any interest herein or therein without the prior written consent of the Purchaser. The Purchaser may, without the consent of any Company Party, sell, assign or delegate to one or more Persons (each 103 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 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 Parties may shall 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 CompanyCompany Parties. If the Purchaser assigns to any Assignee a fifty percent (50.0%) or lesser interest in and to the aggregate principal amount of the Note then outstanding, any decisions that the Purchaser is entitled to make under this Agreement, the Note and the other Investment Documents shall be made by the Purchaser, and the Company Parties may continue to deal solely and directly with respect to the Purchaser in connection with the interests so assigned to the Assignee. If the Purchaser assigns to any Assignee more than a fifty percent (50.0%) interest in and to the aggregate principal amount of the Note then outstanding, any decisions that the Purchaser is entitled to make under this Agreement, the Note and the other Investment Documents shall be made (a) by the Holders of a majority of the aggregate principal amount of the Note outstanding at the time such decision is or is to be made, or (b) if notice thereof is given to the Company Issuers by the Holders of a majority of the aggregate principal amount of the Note outstanding at the time, such decisions shall be made in the manner directed by such Holders. Notwithstanding the foregoing, upon such assignment by the Purchaser, the following provisions shall not be assignable by the Purchaser to any assignee, except to an Affiliate or limited or general partner of the Purchaser: SECTION 9.3(c) though SECTION 9.3(s) (with regard to delivery of certain documents), SECTION 9.7 (only with respect to notification of any default under all leases of Real Property), SECTION 9.11 (Communication with Accountants), SECTION 9.14(e) (Preparation of Environmental Reports) and SECTION 9.18 (only with respect to providing copies of Company SEC Documents). Any obligations of the Purchaser to indemnify any Company Party pursuant to SECTION 8 shall be delegable by the Purchaser, but the Purchaser shall remain liable thereunder.