Common use of Third Party Purchaser Clause in Contracts

Third Party Purchaser. Lender shall have the unrestricted right at any time or from time to time, and without Borrower's (or any Guarantor's) consent, to sell, assign, endorse, or transfer all or any portion of its rights and obligations hereunder to one or more banks or other entities (each, an "Assignee") and, Borrower (and each Guarantor) agrees that it shall execute, or cause to be executed such documents including without limitation, amendments to this Agreement and to any other documents, instruments and agreements executed in connection herewith as Lender shall deem necessary to effect the foregoing. In addition, at the reasonable request of Lender and any such Assignee, Borrower shall issue one or more new promissory notes, as applicable, to any such Assignee and, if Lender has retained any of its rights and obligations hereunder following such assignment, to Lender, which new promissory notes shall be issued in replacement of, but not in discharge of, the liability evidenced by the note held by Lender prior to such assignment and shall reflect the amount of the respective commitments and loans held by such Assignee and Lender after giving effect to such assignment. Upon the execution and delivery of appropriate assignment documentation, amendments and any other documentation required by Lender in connection with such assignment, and the payment by Assignee of the purchase price agreed to by Lender and such Assignee, such Assignee shall be a party to this Agreement and shall have all of the rights and obligations of Lender hereunder (and under any and all other guaranties, documents, instruments and agreements executed in connection herewith) to the extent that such rights and obligations have been assigned by Lender pursuant to the assignment documentation between Lender and Assignee, and Lender shall be released from its obligation hereunder and thereunder to a corresponding extent.

Appears in 2 contracts

Samples: Loan and Security Agreement (Lounsberry Holdings Ii Inc), Loan and Security Agreement (Techprecision Corp)

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Third Party Purchaser. The Lender shall have the unrestricted right at any time or from time to time, and without the Borrower's (or any Guarantor's) ’s consent, but with notice to Borrower, to sell, assign, endorse, or transfer all or any portion of its rights and obligations hereunder to one or more banks or other entities financial institutions approved by the Lender (each, an "Assignee") and, the Borrower (and each Guarantor) agrees upon notice that it shall execute, or cause to be executed such documents as long as said documents do not contain and/or effectuate any material changes to the Note, Loan Agreement and all related documents, including without limitation, amendments to this Agreement and to any other documents, instruments and agreements executed in connection herewith as the Lender shall reasonably deem necessary to effect the foregoing. In addition, at the reasonable request of the Lender and any such Assignee, the Borrower shall issue one or more new promissory notes, as applicable, as long as said documents do not contain and/or effectuate any material changes to the Note, Loan Agreement and all related documents, to any such Assignee and, if the Lender has retained any of its rights and obligations hereunder following such assignment, to the Lender, which new promissory notes shall be issued in replacement of, but not in discharge of, the liability evidenced by the note held by the Lender prior to such assignment and shall reflect the amount of the respective commitments and loans held by such Assignee and the Lender after giving effect to such assignment. Upon the execution and delivery of appropriate assignment documentation, amendments and any other documentation required by the Lender in connection with such assignment, with copies of the foregoing to Borrower, and the payment by Assignee of the purchase price agreed to by the Lender and such Assignee, such Assignee shall be a party to this Agreement and shall have all of the rights and obligations of the Lender hereunder (and under any and all other guaranties, documents, instruments and agreements executed in connection herewith) to the extent that such rights and obligations have been assigned by the Lender and assumed by Assignee pursuant to the assignment documentation between the Lender and Assignee, and the Lender shall be released from its obligation obligations hereunder and thereunder to a corresponding extent.

Appears in 2 contracts

Samples: Loan Agreement (ConforMIS Inc), Loan Agreement (ConforMIS Inc)

Third Party Purchaser. Lender shall have the unrestricted right at any time or from time to time, and without Borrower's (or any Guarantor's) ’s consent, to sell, assign, endorse, or transfer all or any portion of its rights and obligations hereunder to one or more banks or other entities (eacheach an “Assignee”), an "Assignee") and, and Borrower (and each Guarantor) agrees that it shall execute, or cause to be executed such documents including without limitation, amendments to this Agreement and to any other documents, instruments and agreements executed in connection herewith as Lender shall deem necessary to effect the foregoing. In addition, at the reasonable request of Lender and any such Assignee, Borrower shall issue one or more new promissory notes, as applicable, to any such Assignee and, if Lender has retained any of its rights and obligations hereunder following such assignment, to Lender, which new promissory notes shall be issued in replacement of, but not in discharge of, the liability evidenced by the note held by Lender prior to such assignment and shall reflect the amount of the respective commitments and loans held by such Assignee and Lender after giving effect to such assignment. The Lender will return to Borrower the original Note issued in connection with this Agreement at the same time when the new notes are issued. Upon the execution and delivery of appropriate assignment documentation, amendments and any other documentation required by Lender in connection with such assignment, and the payment by Assignee of the purchase price agreed to by Lender and such Assignee, such Assignee shall be a party to this Agreement and shall have all of the rights and obligations of Lender hereunder (and under any and all other guaranties, documents, instruments and agreements executed in connection herewith) to the extent that such rights and obligations have been assigned by Lender pursuant to the assignment documentation between Lender and Assignee, and Lender shall be released from its obligation hereunder and thereunder to a corresponding extent.

Appears in 1 contract

Samples: Loan Agreement (Omega Flex, Inc.)

Third Party Purchaser. Lender Bank shall have the unrestricted right at any time or from time to time, and without Borrower's ’s (or any Guarantor's’s) consent, to sell, assign, endorse, or transfer all or any portion of its rights and obligations hereunder to one or more banks or other entities (each, an "Assignee") and, Borrower (and each Guarantor) agrees that it shall execute, or cause to be executed such documents including without limitation, amendments to this Agreement and to any other documents, instruments and agreements executed in connection herewith as Lender Bank shall deem necessary to effect the foregoing. In addition, at the reasonable request of Lender Bank and any such Assignee, Borrower shall issue one or more new promissory notes, as applicable, to any such Assignee and, if Lender Bank has retained any of its rights and obligations hereunder following such assignment, to LenderBank, which new promissory notes shall be issued in replacement of, but not in discharge of, the liability evidenced by the note held by Lender Bank prior to such assignment and shall reflect the amount of the respective commitments and loans held by such Assignee and Lender Bank after giving effect to such assignment. Upon the execution and delivery of appropriate assignment documentation, amendments and any other documentation required by Lender Bank in connection with such assignment, and the payment by Assignee of the purchase price agreed to by Lender Bank and such Assignee, such Assignee shall be a party to this Agreement and shall have all of the rights and obligations of Lender Bank hereunder (and under any and all other guaranties, documents, instruments and agreements executed in connection herewith) to the extent that such rights and obligations have been assigned by Lender Bank pursuant to the assignment documentation between Lender Bank and Assignee, and Lender Bank shall be released from its obligation hereunder and thereunder to a corresponding extent.

Appears in 1 contract

Samples: Loan and Security Agreement (Omega Flex, Inc.)

Third Party Purchaser. So long as no Event of Default has occurred and is continuing (and otherwise without consent), Lender shall have the unrestricted right at any time or from time to time, and without with the consent of the Borrower's (or any Guarantor's) consent, to sell, assign, endorse, or transfer all or any portion of its rights and obligations hereunder to one or more banks or other entities bank (each, each an "AssigneeASSIGNEE") and), and Borrower (and each Guarantor) agrees that it shall execute, or cause to be executed such documents including without limitation, amendments to this Agreement and to any other documents, instruments and agreements executed in connection herewith as Lender shall deem necessary to effect the foregoing. In addition, at the reasonable request of Lender and any such Assignee, Borrower shall issue one or more new promissory notes, as applicable, to any such Assignee and, if Lender has retained any of its rights and obligations hereunder following such assignment, to Lender, which new promissory notes shall be issued in replacement of, but not in discharge of, the liability evidenced by the note held by Lender prior to such assignment and shall reflect the amount of the respective commitments and loans held by such Assignee and Lender after giving effect to such assignment. Upon the execution and delivery of appropriate assignment documentation, amendments and any other documentation required by Lender in connection with such assignment, and the payment by Assignee of the purchase price agreed to by Lender and such Assignee, such Assignee shall be a party to this Agreement and shall have all of the rights and obligations of Lender hereunder (and under any and all other guaranties, documents, instruments and agreements executed in connection herewith) to the extent that such rights and obligations have been assigned by Lender pursuant to the assignment documentation between Lender and Assignee, and Lender shall be released from its obligation hereunder and thereunder to a corresponding extent.

Appears in 1 contract

Samples: Loan Agreement (Btu International Inc)

Third Party Purchaser. Lender Bank shall have the unrestricted right at any time or from time to time, and without and, so long as no Event of Default exists, with Borrower's ’s (or any Guarantor's’s) consent, not to be unreasonably withheld, to sell, assign, endorse, or transfer all or any portion of its rights and obligations hereunder to one or more banks or other entities (each, an "Assignee") and, Borrower (and each Guarantor) agrees that it shall execute, or cause to be executed such documents including without limitation, amendments to this Agreement and to any other documents, instruments and agreements executed in connection herewith as Lender Bank shall deem necessary to effect the foregoing. In addition, at the reasonable request of Lender Bank and any such Assignee, Borrower shall issue one or more new promissory notes, as applicable, to any such Assignee and, if Lender Bank has retained any of its rights and obligations hereunder following such assignment, to LenderBank, which new promissory notes shall be issued in replacement of, but not in discharge of, the liability evidenced by the note held by Lender Bank prior to such assignment and shall reflect the amount of the respective commitments and loans held by such Assignee and Lender Bank after giving effect to such assignment. Upon the execution and delivery of appropriate assignment documentation, amendments and any other documentation required by Lender Bank in connection with such assignment, and the payment by Assignee of the purchase price agreed to by Lender Bank and such Assignee, such Assignee shall be a party to this Agreement and shall have all of the rights and obligations of Lender Bank hereunder (and under any and all other guaranties, documents, instruments and agreements executed in connection herewith) to the extent that such rights and obligations have been assigned by Lender Bank pursuant to the assignment documentation between Lender Bank and Assignee, and Lender Bank shall be released from its obligation hereunder and thereunder to a corresponding extent.

Appears in 1 contract

Samples: Loan Agreement (Omega Flex, Inc.)

Third Party Purchaser. So long as no Event of Default has occurred and is continuing (and otherwise without consent), Lender shall have the unrestricted right at any time or from time to time, and without with the consent of the Borrower's (or any Guarantor's) consent, to sell, assign, endorse, or transfer all or any portion of its rights and obligations hereunder to one or more banks or other entities bank (eacheach an “Assignee”), an "Assignee") and, and Borrower (and each Guarantor) agrees that it shall execute, or cause to be executed such documents including without limitation, amendments to this Agreement and to any other documents, instruments and agreements executed in connection herewith as Lender shall deem necessary to effect the foregoing. In addition, at the reasonable request of Lender and any such Assignee, Borrower shall issue one or more new promissory notes, as applicable, to any such Assignee and, if Lender has retained any of its rights and obligations hereunder following such assignment, to Lender, which new promissory notes shall be issued in replacement of, but not in discharge of, the liability evidenced by the note held by Lender prior to such assignment and shall reflect the amount of the respective commitments and loans held by such Assignee and Lender after giving effect to such assignment. Upon the execution and delivery of appropriate assignment documentation, amendments and any other documentation required by Lender in connection with such assignment, and the payment by Assignee of the purchase price agreed to by Lender and such Assignee, such Assignee shall be a party to this Agreement and shall have all of the rights and obligations of Lender hereunder (and under any and all other guaranties, documents, instruments and agreements executed in connection herewith) to the extent that such rights and obligations have been assigned by Lender pursuant to the assignment documentation between Lender and Assignee, and Lender shall be released from its obligation hereunder and thereunder to a corresponding extent.

Appears in 1 contract

Samples: Loan Agreement (Btu International Inc)

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Third Party Purchaser. The Lender shall have the unrestricted right at any time or from time to time, and without the Borrower's (or any Guarantor's) ’s consent, but with notice to Borrower, to sell, assign, endorse, or transfer all or any portion of its rights and obligations hereunder to one or more banks or other entities (each, an "Assignee") and, the Borrower (and each Guarantor) agrees upon notice that it shall execute, or cause to be executed such documents as long as said documents do not contain and/or effectuate any material changes to the Note, Loan Agreement and all related documents, including without limitation, amendments to this Agreement and to any other documents, instruments and agreements executed in connection herewith as the Lender shall reasonably deem necessary to effect the foregoing. In addition, at the reasonable request of the Lender and any such Assignee, the Borrower shall issue one or more new promissory notes, as applicable, as long as said documents do not contain and/or effectuate any material changes to the Note, Loan Agreement and all related documents, to any such Assignee and, if the Lender has retained any of its rights and obligations hereunder following such assignment, to the Lender, which new promissory notes shall be issued in replacement of, but not in discharge of, the liability evidenced by the note held by the Lender prior to such assignment and shall reflect the amount of the respective commitments and loans held by such Assignee and the Lender after giving effect to such assignmentassignment and the original promissory notes shall be cancelled and returned to the Borrower. Upon the execution and delivery of appropriate assignment documentation, amendments and any other documentation required by the Lender in connection with such assignment, with copies of the foregoing to Borrower, and the payment by Assignee of the purchase price agreed to by the Lender and such Assignee, such Assignee shall be a party to this Agreement and shall have all of the rights and obligations of the Lender hereunder (and under any and all other guaranties, documents, instruments and agreements executed in connection herewith) to the extent that such rights and obligations have been assigned by the Lender and assumed by Assignee pursuant to the assignment documentation between the Lender and Assignee, and the Lender shall be released from its obligation obligations hereunder and thereunder to a corresponding extent.

Appears in 1 contract

Samples: Loan Agreement (Plures Technologies, Inc./De)

Third Party Purchaser. Lender The Bank shall have the unrestricted right at any time or from time to time, and without the Borrower's (or any Guarantor's) ’s consent, to sell, assign, endorse, or transfer all or any portion of its rights and obligations hereunder to one or more banks or other entities (each, an "Assignee") and, the Borrower (and each Guarantor) agrees upon notice that it shall execute, or cause to be executed such documents including without limitation, amendments to this Agreement and to any other documents, instruments and agreements executed in connection herewith as Lender the Bank shall deem necessary to effect the foregoing. In addition, at the reasonable request of Lender the Bank and any such Assignee, the Borrower shall issue one or more new promissory notes, as applicable, to any such Assignee and, if Lender the Bank has retained any of its rights and obligations hereunder following such assignment, to Lenderthe Bank, which new promissory notes shall be issued in replacement of, but not in discharge of, the liability evidenced by the note held by Lender the Bank prior to such assignment and shall reflect the amount of the respective commitments and loans held by such Assignee and Lender the Bank after giving effect to such assignment. Upon the execution and delivery of appropriate assignment documentation, amendments and any other documentation required by Lender the Bank in connection with such assignment, and the payment by Assignee of the purchase price agreed to by Lender the Bank and such Assignee, such Assignee shall be a party to this Agreement and shall have all of the rights and obligations of Lender the Bank hereunder (and under any and all other guaranties, documents, instruments and agreements executed in connection herewith) to the extent that such rights and obligations have been assigned by Lender the Bank pursuant to the assignment documentation between Lender the Bank and Assignee, and Lender the Bank shall be released from its obligation obligations hereunder and thereunder to a corresponding extent.

Appears in 1 contract

Samples: Loan Agreement (Precision Optics Corporation, Inc.)

Third Party Purchaser. Lender The Bank shall have the unrestricted right at any time or from time to time, and without the Borrower's ’s (or any Guarantor's’s) consent, to sell, assign, endorse, or transfer all or any portion of its rights and obligations hereunder to one or more banks or other entities (each, an "Assignee") and, the Borrower (and each Guarantor) agrees that it shall execute, or cause to be executed such documents including without limitation, amendments to this Agreement and to any other documents, instruments and agreements executed in connection herewith as Lender the Bank shall deem reasonably necessary to effect the foregoing. In addition, at the reasonable request of Lender the Bank and any such Assignee, the Borrower shall issue one or more new promissory notes, as applicable, to any such Assignee and, if Lender the Bank has retained any of its rights and obligations hereunder following such assignment, to Lenderthe Bank, which new promissory notes shall be issued in replacement of, but not in discharge of, the liability evidenced by the note held by Lender the Bank prior to such assignment and shall reflect the amount of the respective commitments and loans held by such Assignee and Lender the Bank after giving effect to such assignment. Upon the execution and delivery of appropriate assignment documentation, amendments and any other documentation reasonably required by Lender the Bank in connection with such assignment, and the payment by Assignee of the purchase price agreed to by Lender the Bank and such Assignee, such Assignee shall be a party to this Agreement and shall have all of the rights and obligations of Lender the Bank hereunder (and under any and all other guaranties, documents, instruments and agreements executed in connection herewith) to the extent that such rights and obligations have been assigned by Lender the Bank pursuant to the assignment documentation between Lender the Bank and Assignee, and Lender the Bank shall be released from its obligation hereunder and thereunder to a corresponding extent.

Appears in 1 contract

Samples: Loan and Security Agreement

Third Party Purchaser. Lender The Bank shall have the unrestricted right at any time or from time to time, and without Borrower's (’s consent or any Guarantor's) consentconsent by any guarantor, to sell, assign, endorse, or transfer all or any portion of its rights and obligations hereunder to one or more banks the Federal Reserve Bank or other entities government bodies authorized to make loans to banks (each, an "Assignee") and, the Borrower (and each Guarantor) agrees that it shall execute, or cause to be executed such documents including without limitation, amendments to this Credit Agreement and to any other documents, instruments and agreements executed in connection herewith as Lender the Bank shall deem reasonably necessary to effect the foregoing. In addition, at the reasonable request of Lender the Bank and any such Assignee and delivery of a reasonable lost note indemnity from the Bank or such Assignee, the Borrower shall issue one or more new promissory notes, as applicable, to any such Assignee and, if Lender the Bank has retained any of its rights and obligations hereunder following such assignment, to Lenderthe Bank, which new promissory notes shall be issued in replacement of, but not in discharge of, the liability evidenced by the note held by Lender the Bank prior to such assignment and shall reflect the amount of the respective commitments and loans held by such Assignee and Lender the Bank after giving effect to such assignment. Upon the execution and delivery of appropriate assignment documentation, amendments and any other documentation reasonably required by Lender the Bank in connection with such assignment, and the payment by Assignee of the purchase price agreed to by Lender the Bank and such Assignee, such Assignee shall be a party to this Credit Agreement and shall have all of the rights and obligations of Lender the Bank hereunder (and under any and all other guaranties, documents, instruments and agreements executed in connection herewith) to the extent that such rights and obligations have been assigned by Lender the Bank pursuant to the assignment documentation between Lender the Bank and Assignee, and Lender the Bank shall be released from its obligation hereunder and thereunder to a corresponding extent.

Appears in 1 contract

Samples: Credit Agreement (Hittite Microwave Corp)

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