Common use of Transfer Certificates Clause in Contracts

Transfer Certificates. (a) In this Subclause: Transfer Date means, for a Transfer Certificate, the later of: (i) the proposed Transfer Date specified in that Transfer Certificate; (ii) the date on which the Facility Agent executes that Transfer Certificate; and a reference to an assignment including any related release and assumption. (b) An assignment is effected if: (i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer Certificate; and (ii) the Facility Agent executes it. The Facility Agent must execute as soon as reasonably practicable a Transfer Certificate delivered to it and which appears on its face to be in order. (c) Each Party (other than the Existing Lender and the New Lender) irrevocably authorises the Facility Agent to execute any duly completed Transfer Certificate on its behalf. (d) For a transfer by assignment on the Transfer Date: (i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s rights expressed to be the subject of the assignment in the Transfer Certificate; (ii) the Existing Lender will be released from the obligations expressed to be the subject of the release in the Transfer Certificate other than those obligations which have arisen as a result of a breach by such Existing Lender of its obligations under the Finance Documents; and (iii) the New Lender will become a Lender under this Agreement and will be bound by obligations equivalent to those from which the Existing Lender is released under sub paragraph (ii) above. (e) The Facility Agent must, as soon as reasonably practicable after it has executed a Transfer Certificate, send to the Company a copy of that Transfer Certificate.

Transfer Certificates. (a) In this Subclause: Transfer Date means, for a Transfer Certificate, the later of: (i) the proposed Transfer Date specified in that Transfer Certificate; (ii) the date on which the Facility Agent executes that Transfer Certificate; and a reference to an assignment including any related release and assumption. (b) An assignment is effected if: (i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer Certificate; and (ii) the Facility Agent executes it. The Facility Agent must execute as soon as reasonably practicable a Transfer Certificate delivered to it and which appears on its face to be in order. (c) Each Party (other than the Existing Lender and the New Lender) irrevocably authorises the Facility Agent to execute any duly completed Transfer Certificate on its behalf. (d) For a transfer by assignment on the Transfer Date: (i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s rights expressed to be the subject of the assignment in the Transfer Certificate; (ii) the Existing Lender will be released from the obligations expressed to be the subject of the release in the Transfer Certificate other than those obligations which have arisen as a result of a breach by such Existing Lender of its obligations under the Finance DocumentsCertificate; and (iii) the New Lender will become a Lender under this Agreement and will be bound by obligations equivalent to those from which the Existing Lender is released under sub paragraph (ii) above. (e) The Facility Agent must, as soon as reasonably practicable after it has executed a Transfer Certificate, send to the Company a copy of that Transfer Certificate.

Transfer Certificates. (a) In this Subclause: Transfer Date means, for a Transfer Certificate, the later of: (i) the proposed Transfer Date specified in that Transfer Certificate;; and (ii) the date on which the Facility Agent executes that Transfer Certificate; and a reference to an assignment including includes any related release and assumption. (b) An assignment is effected if: (i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer Certificate; and (ii) the Facility Agent executes it. The Facility Agent must execute as soon as reasonably practicable a Transfer Certificate delivered to it and which appears on its face to be in order. (c) Each Party (other than the Existing Lender and the New Lender) irrevocably authorises the Facility Agent to execute any duly completed Transfer Certificate on its behalf. (d) For a transfer by assignment on the Transfer Date: (i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s 's rights expressed to be the subject of the assignment in the Transfer Certificate; (ii) the Existing Lender will be released from the obligations expressed to be the subject of the release in the Transfer Certificate other than those obligations which have arisen as a result of a breach by such Existing Lender of its obligations under the Finance DocumentsCertificate; and (iii) the New Lender will become a Lender under this Agreement and will be bound by obligations equivalent to those from which the Existing Lender is released under sub sub-paragraph (ii) above. (e) The Facility Agent must, as soon as reasonably practicable after it has executed a Transfer Certificate, send to the Company a copy of that Transfer Certificate. (f) The parties expressly acknowledge and agree that the Security constituted by each Security Document will not be released, disclosed or otherwise prejudiced by any assignment, transfer or novation under this Clause 28.

Transfer Certificates. (a) In this Subclause: Transfer Date means, for a Transfer Certificate, the later of: (i) the proposed Transfer Date specified in that Transfer Certificate; (ii) the date on which the Facility Agent executes that Transfer Certificate; and a reference to an assignment including any related release and assumption. (b) An assignment is effected if: (i) the Existing Lender and the New Lender deliver to the Facility Agent a duly completed Transfer Certificate; and (ii) the Facility Agent executes it. The Facility Agent must execute as soon as reasonably practicable a Transfer Certificate delivered to it and which appears on its face to be in order. (c) Each Party (other than the Existing Lender and the New Lender) irrevocably authorises the Facility Agent to execute any duly completed Transfer Certificate on its behalf. (d) For a transfer by assignment on the Transfer Date: (i) the Existing Lender will assign absolutely to the New Lender the Existing Lender’s rights expressed to be the subject of the assignment in the Transfer Certificate;; Table of Contents (ii) the Existing Lender will be released from the obligations expressed to be the subject of the release in the Transfer Certificate other than those obligations which have arisen as a result of a breach by such Existing Lender of its obligations under the Finance Documents; and (iii) the New Lender will become a Lender under this Agreement and will be bound by obligations equivalent to those from which the Existing Lender is released under sub paragraph (ii) above. (e) The Facility Agent must, as soon as reasonably practicable after it has executed a Transfer Certificate, send to the Company a copy of that Transfer Certificate.