Transfer by novation. (a) On the Effective Date (whether or not a Default is continuing), the Exiting Bank shall transfer by novation all of its Commitment, rights and obligations under the Finance Documents to the New Bank, so that:
(i) the Exiting Bank shall cease to be a Bank under the Restated Agreement and its Commitment shall be reduced to zero;
(ii) the New Bank shall become a Bank under the Restated Agreement with a Commitment of A$16,000,000; and
(iii) Schedule 1 (The Banks) of the Restated Agreement shall be amended by the deletion of “National Australia Bank Limited” and its replacement by “Citibank, N.A., Sydney Branch”.
(b) The transfer by novation set out in Clause 3.1 (Transfer by novation) shall take effect on the Effective Date so that:
(i) to the extent that in Clause 3.1 (Transfer by novation) the Exiting Bank seeks to transfer by novation its rights, benefits and obligations under the Finance Documents, each of the Obligors and the Exiting Bank shall be released from further obligations towards one another under the Finance Documents and their respective rights against one another under the Finance Documents shall be cancelled (being the “Discharged Rights and Obligations”);
(ii) each of the Obligors and the New Bank shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Bank have assumed and/or acquired the same in place of that Obligor and the Exiting Bank;
(iii) the Agent, the Lead Arrangers, the New Bank and the Banks (other than the Exiting Bank) shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Bank been a Bank with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Lead Arrangers and the Banks (including the Exiting Bank) shall each be released from further obligations to each other under the Finance Documents; and
(iv) the New Bank shall become a party to the Restated Agreement as a “Bank”.
(c) Any amounts payable to the Banks by the Obligors pursuant to any Finance Document on or before the Effective Date (including, without limitation, all interest, fees and commission payable on the Effective Date) in respect of any period ending on or prior to the Effective Date shall be for the account of the Banks (including, for the avoidance of doubt, the Exiting Bank), and the New Ban...
Transfer by novation. On the Effective Date (and subject to and in accordance with (and in the order set out in) the Funds Flow Memorandum and conditional on the steps set out in the Funds Flow Memorandum occurring on the Effective Date in the order set out therein), each Transferor Lender shall transfer by novation all or part of its Commitment, its participation in any or all of the Loans, and corresponding rights and obligations under the Senior Facilities Agreement to each Transferee Lender, so that:
(a) each Transferee Lender will become a Lender under the Amended Senior Facilities Agreement with (i) a Term Loan Facility Commitment as set out beside its name under the heading “Term Loan Facility Commitment” in Part I of Schedule 5 (Commitments and Loans) and (ii) a Revolving Credit Facility Commitment as set out beside its name under the heading “Revolving Credit Facility Commitment” in Part I of Schedule 5 (Commitments and Loans);
(b) each Transferor Lender’s Term Loan Facility Commitment shall be reduced to the amount set out beside its name under the heading “Term Loan Facility Commitment” in Part I of Schedule 5 (Commitments and Loans), and each Transferor Lender’s Revolving Credit Facility Commitment shall be reduced to the amount set out beside its name under the heading “Revolving Credit Facility Commitment” in Part I of Schedule 5 (Commitments and Loans);
(c) each Transferee Lender will become a Lender under the Amended Senior Facilities Agreement with (i) an aggregate participation in the Term Loan Facility Loans as set out beside its name under the heading “Term Loan Facility Loans” in Part II of Schedule 5 (Commitments and Loans) and (ii) an aggregate participation in the Revolving Credit Facility Loans as set out beside its name under the heading “Revolving Credit Facility Loans” in Part II of Schedule 5 (Commitments and Loans); and
(d) each Transferor Lender’s aggregate participation in the Term Loan Facility Loans shall be reduced to the amount set out beside its name under the heading “Term Loan Facility Loans” in Part II of Schedule 5 (Commitments and Loans), and each Transferor Lender’s aggregate participation in the Revolving Credit Facility Loans shall be reduced to the amount set out beside its name under the heading “Revolving Credit Facility Loans” in Part II of Schedule 5 (Commitments and Loans).
Transfer by novation. On the Syndication Date (whether or not a Default is continuing) each Existing Lender shall transfer by novation all or part of its Commitment, rights and obligations under the Finance Documents to a New Lender, so that:
(a) each New Lender will become a Lender under the Amended Agreement with a Revolving Facility Commitment and/or a Swingline Commitment as set out in the relevant columns opposite its name in Part I, Part II or Part III of Schedule 2 (The Lenders);
(b) each Existing Lender's Revolving Facility Commitment and/or Swingline Commitment shall be reduced to the respective amount set out in the relevant columns opposite its name in Part I, Part II or Part III of Schedule 2 (The Lenders);
(c) each New Lender will become a Lender under the Amended Agreement with a participation in each Loan as notified to it by the Facility Agent pursuant to paragraphs (a) and (d) of Clause 4.6 (Lenders participations); and
(d) each Existing Lender's participation in each Loan shall be as notified to it by the Facility Agent pursuant to paragraphs (a) and (d) of Clause 4.6 (Lenders participations).
Transfer by novation. On the Transfer Date the Existing Lender shall transfer by novation all of its rights and obligations under the Original Facility Agreement to the New Lender, so that the New Lender will become the Lender under the Amended Agreement with a participation in each Loan as notified to it by the Existing Lender prior to the Transfer Date.
Transfer by novation. 2.1 With effect from the Effective Date:
2.1.1 the Customer shall release the Transferor from the observance, performance and discharge of all its liabilities and obligations in respect of the Contract;
2.1.2 the Transferee shall be entitled to the Rights in place of and to the exclusion of the Transferor;
2.1.3 the Transferee undertakes and covenants as a separate obligation with the Customer to assume, observe, perform, discharge and be bound by the liabilities and obligations on the part of the Transferor contained in the Contract as if the Transferee had been from the inception, a party to the Contract in place of and to the exclusion of the Transferor; and
2.1.4 the Customer undertakes that it will continue to observe, perform and discharge and be bound by the liabilities and obligations on the part of the Customer.
2.2 Each of the Customer and the Transferee severally undertakes and covenants with the Transferor that it shall not make any claim, counterclaim, demand, action or proceeding (including arbitration) of any nature whatsoever, or seek to enforce any right or interest, against the Transferor in connection with any
2.3 In the event that the Customer does not agree to the novation of the Contract from the Transferor to the Transferee, the rights and obligations of the Transferor under the Contract shall be sub-contracted (as is permitted) to the Transferee such that the observance, performance and discharge of obligations under the Contract shall be performed by the Transferee under an in-country partner model.
Transfer by novation. To: [AGENT] as Facility Agent From: [EXISTING LENDER] (the Existing Lender) and [NEW LENDER] (the New Lender) Date: [ ] US$540,000,000 Facility Agreement dated [•] 2012 (the Agreement) We refer to the Agreement. This is a Transfer Certificate.
1. The Existing Lender transfers by novation to the New Lender the Existing Lender’s rights and obligations referred to in the Schedule below in accordance with the terms of the Agreement.
2. The proposed Transfer Date is [ ].
3. The administrative details of the New Lender for the purposes of the Agreement are set out in the Schedule.
4. The New Lender expressly acknowledges the limitations on the Existing Lender’s obligations in respect of this Transfer Certificate contained in the Agreement.
5. This Transfer Certificate may be executed in any number of counterparts and this has the same effect as if the signatures on the counterparts were on a single copy of the Transfer Certificate.
6. This Transfer Certificate is governed by Hong Kong law. [insert relevant details, including applicable Commitment (or part)] [insert details of Facility Office, address for notices and payment details etc.] By: By: The Transfer Date is confirmed by the Facility Agent as [ ]. [AGENT] By: TTM Technologies Enterprises (HK) Limited, TTM Technologies China Limited, Oriental Printed Circuits Limited, OPC Manufacturing Limited, and MTG (PCB) No. 2 (BVI) Limited The Hongkong and Shanghai Banking Corporation Limited, Standard Chartered Bank (Hong Kong) Limited, CITIC Bank International Limited (formerly known as CITIC Ka Wah Bank Limited), DBS Bank (Hong Kong) Limited, Hang Seng Bank Limited, The Bank of East Asia, Limited, and Xxxxx Xxxx Bank Limited US$582,500,000 2009 – 2013
Transfer by novation. 4 5. Restatement................................................................................7
Transfer by novation. On the Syndication Date (whether or not a Default is continuing), the Original Lender shall transfer by novation part of its Commitment, rights and obligations under the Original Facility Agreement to a New Lender pursuant to this Clause 4, so that:
(a) each New Lender will become a Lender under the Amended Agreement with a Commitment as set out in the relevant column opposite its name in Part II of Schedule 1 (The Lenders); and
(b) the Original Lender’s Commitment shall be reduced to the amount set out in the relevant column opposite its name in Part I of Schedule 1 (The Lenders).
Transfer by novation. New Non-Affiliate Bank
Transfer by novation. On the Syndication Date (whether or not a Default is continuing) the Total Commitments shall be increased by $540,000,000 and each Existing Lender shall transfer by novation all or part of its Commitment, rights and obligations under the Finance Documents to a New Lender, so that:
(a) each New Lender will become a Lender under the Amended Facilities Agreement with a Facility A Commitment and/or Facility B Commitment as set out in the relevant columns opposite its name in Schedule 2 (The Lenders); and
(b) each Existing Lender’s Facility A Commitment and/or Facility B Commitment shall be reduced to the respective amount set out in the relevant columns opposite its name in Schedule 2 (The Lenders).
