Common use of Transfers by Banks Clause in Contracts

Transfers by Banks. If a Bank wishes to transfer all or any of its rights, benefits and/or obligations hereunder as contemplated in Clause 26.2 (ASSIGNMENTS AND TRANSFERS BY BANKS), then such transfer may be effected by the delivery to the Agent and the Borrower of a duly completed and duly executed Transfer Certificate in which event, on the later of the Transfer Date specified in such Transfer Certificate and the fifth business day after (or such earlier business day endorsed by the Agent on such Transfer Certificate) the date of delivery of such Transfer Certificate to the Agent: (i) to the extent that in such Transfer Certificate such Bank seeks to transfer its rights and obligations hereunder, the Borrower and such Bank shall be released from further obligations towards one another hereunder and their respective rights against one another shall be cancelled (such rights and obligations being referred to in this Clause 26.4 as "DISCHARGED RIGHTS AND OBLIGATIONS"); and (ii) the Borrower and the Transferee party thereto shall assume obligations towards one another and/or acquire rights against one another which differ from such discharged rights and obligations only insofar as the Borrower and such Transferee have assumed and/or acquired the same in place of the Borrower and such Bank;

Appears in 8 contracts

Samples: Junior Facility Agreement (General Maritime Corp), Junior Facility Agreement (General Maritime Corp), Senior Facility Agreement (General Maritime Corp)

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Transfers by Banks. If a any Bank wishes to transfer all or any of its rights, benefits and/or obligations hereunder under the Finance Documents as contemplated in Clause 26.2 30.3 (ASSIGNMENTS AND TRANSFERS BY BANKSAssignments and Transfers by Banks), then such transfer may be effected by the delivery to the Agent and the Borrower of a duly completed and duly executed Transfer Certificate executed by such Bank and the relevant Transferee in which event, on the later of the Transfer Date specified in such Transfer Certificate and the fifth business day Business Day after (or such earlier business day Business Day endorsed by the Agent on such Transfer CertificateCertificate falling on or after) the date of delivery of such Transfer Certificate to the Agent: (i) 30.5.1 to the extent that in such Transfer Certificate such the Bank party thereto seeks to transfer by novation its rights rights, benefits and obligations hereunderunder the Finance Documents, each of the Borrower Obligors and such Bank shall be released from further obligations towards one another hereunder under the Finance Documents and their respective rights against one another shall be cancelled (such rights and obligations being referred to in this Clause 26.4 30.5 (Transfer by Banks) as "DISCHARGED RIGHTS AND OBLIGATIONS"); and; (ii) 30.5.2 each of the Borrower Obligors and the Transferee party thereto shall assume obligations towards one another and/or acquire rights against one another which differ from such discharged rights and obligations only insofar as the Borrower Obligors and such Transferee have assumed and/or acquired the same in place of the Borrower Obligors and such Bank; 30.5.3 the Agent, the Arrangers, such Transferee and the other Banks shall acquire the same rights and benefits and assume the same obligations between themselves as they would have acquired and assumed had such Transferee been an original party hereto as a Bank with the rights, benefits and/or obligations acquired or assumed by it as a result of such transfer and to that extent the Agent, the Arrangers and the relevant Bank shall each be released from further obligations to each other under the Finance Documents; and 30.5.4 such Transferee shall become a party hereto as a "BANK".

Appears in 3 contracts

Samples: Credit Agreement (NTL Inc/De/), Credit Agreement (NTL Delaware Inc), Credit Agreement (NTL Communications Corp)

Transfers by Banks. If a Bank wishes to transfer all or any of its rights, benefits and/or obligations hereunder as contemplated in Clause 26.2 (ASSIGNMENTS AND TRANSFERS BY BANKS), then such transfer may be effected by the delivery to the Agent and the Borrower Borrowers of a duly completed and duly executed Transfer Certificate in which event, on the later of the Transfer Date specified in such Transfer Certificate and the fifth business day after (or such earlier business day endorsed by the Agent on such Transfer Certificate) the date of delivery of such Transfer Certificate to the Agent: (i) to the extent that in such Transfer Certificate such Bank seeks to transfer its rights and obligations hereunder, the Borrower Borrowers and such Bank shall be released from further obligations towards one another hereunder and their respective rights against one another shall be cancelled (such rights and obligations being referred to in this Clause 26.4 as "DISCHARGED RIGHTS AND OBLIGATIONS"); and (ii) the Borrower Borrowers and the Transferee party thereto shall assume obligations towards one another and/or acquire rights against one another which differ from such discharged rights and obligations only insofar as the Borrower Borrowers and such Transferee have assumed and/or acquired the same in place of the Borrower Borrowers and such Bank;

Appears in 2 contracts

Samples: Junior Facility Agreement (General Maritime Corp), Senior Facility Agreement (General Maritime Corp)

Transfers by Banks. If a any Bank wishes to transfer all or any of its rights, benefits and/or obligations hereunder as contemplated in Clause 26.2 (ASSIGNMENTS AND TRANSFERS BY BANKS)Section 11.03, then such transfer may be effected by the delivery to the Agent and the Borrower of a duly completed and duly executed Transfer Certificate in which event, on the later of the Transfer Date specified in such Transfer Certificate and the fifth business day Business Day after (or such earlier business day endorsed by the Agent on such Transfer CertificateCertificate falling on or after) the date of delivery of such Transfer Certificate to the Agent: (ia) to the extent that in such Transfer Certificate such the Bank party thereto seeks to transfer its rights rights, benefits and obligations hereunder, the Borrower Company and such Bank shall be released from further obligations towards one another hereunder and their respective rights against one another shall be cancelled (such rights and obligations being referred to in this Clause 26.4 Section 11.05 as "DISCHARGED RIGHTS AND OBLIGATIONSdischarged rights and obligations"); and; (iib) the Borrower Company and the Transferee party thereto shall assume obligations towards one another and/or acquire rights against one another which differ from such discharged rights and obligations only insofar as the Borrower Company and such Transferee have assumed and/or acquired the same in place of the Borrower Company and such Bank; (c) the Agent, such Transferee and the other Banks shall acquire the same rights and benefits and assume the same obligations between themselves as they would have acquired and assumed had such Transferee been an original party hereto as a Bank with the rights, benefits and/or obligations acquired or assumed by it as a result of such transfer; and (d) such Transferee shall become a party hereto as a "Bank".

Appears in 1 contract

Samples: Syndicated Offshore Bill Discount Facility (NSM Steel Co LTD)

Transfers by Banks. If a Subject to the provisions of Clause 36.5 (Transfer Fee), if any Bank wishes to transfer all or any of its rights, benefits and/or obligations hereunder as contemplated in Clause 26.2 36.1 (ASSIGNMENTS AND TRANSFERS BY BANKSAssignments and Transfers by Banks), then such transfer may be effected by the delivery to the Agent and the Borrower of a duly completed and duly executed Transfer Certificate in which event, on the later of the Transfer Date specified in such or Global Transfer Certificate and the fifth business day after (or such earlier business day endorsed by the Agent on such Transfer Certificate) the date of delivery of such Transfer Certificate to the Agentwhereupon: (i) to the extent that in such Transfer Certificate or such Global Transfer Certificate the Bank party thereto seeks to transfer its rights and obligations hereunder, the Borrower each Obligor and such Bank shall be released from further obligations towards one another hereunder and their respective rights against one another shall be cancelled (such rights and obligations being referred to in this Clause 26.4 36.3 as "DISCHARGED RIGHTS AND OBLIGATIONSdischarged rights and obligations"); and; (ii) the Borrower each Obligor and the Transferee or, as the case may be, Transferees party thereto shall assume obligations towards one another and/or acquire the relevant rights against one another which differ defer from such discharged rights and obligations only insofar as the Borrower such Obligor and such Transferee or Transferees have assumed and/or acquired the same in place of the Borrower such Obligor and such Bank;; and (iii) the Agent, the Arranger, such Transferee or, as the case may be, Transferees and the other Banks shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had such Transferee or Transferees been original parties hereto as (a) Bank(s) in respect of the rights and/or obligations acquired or assumed by it/them as a result of such transfer.

Appears in 1 contract

Samples: Term Loan and Revolving Facility Agreement (Calenergy Co Inc)

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Transfers by Banks. If a any Bank wishes to transfer all or any of its rights, benefits and/or obligations hereunder as contemplated in Clause 26.2 26.3 (ASSIGNMENTS AND TRANSFERS BY BANKSAssignments and Transfers by Banks), then such transfer may be effected by the delivery to the Agent and the Borrower of a duly completed and duly executed Transfer Certificate in which event, on the later of the Transfer Date specified in such Transfer Certificate and the fifth business day after (or such earlier business day endorsed by the Agent on such Transfer CertificateCertificate falling on or after) the date of delivery of such Transfer Certificate to the Agent: (ia) to the extent that in such Transfer Certificate such the Bank party thereto seeks to transfer its rights rights, benefits and obligations hereunder, each of the Borrower Obligors and such Bank shall be released from further obligations towards one another hereunder and their respective rights against one another shall be cancelled (such rights and obligations being referred to in this Clause 26.4 26.5 as "DISCHARGED RIGHTS AND OBLIGATIONSdischarged rights and obligations"); and; (iib) each of the Borrower Obligors and the Transferee party thereto shall assume obligations towards one another and/or acquire rights against one another which differ from such discharged rights and obligations only insofar as the Borrower such Obligor and such Transferee have assumed and/or acquired the same in place of the Borrower such Obligor and such Bank;

Appears in 1 contract

Samples: Term Loan Agreement (Arco Chemical Co)

Transfers by Banks. If a any Bank wishes to transfer all or or, save in the case of the Overdraft Bank, any of its rights, benefits and/or obligations hereunder under any of the Finance Documents as contemplated in Clause 26.2 29.3 (ASSIGNMENTS AND TRANSFERS BY BANKSAssignments and Transfers by Banks), then such transfer may be effected by the delivery to the Agent and the Borrower of a duly completed and duly executed Transfer Certificate in which event, on the later of the Transfer Date specified in such Transfer Certificate and the fifth business day after (or such earlier business day endorsed by the Agent on such Transfer CertificateCertificate falling on or after) the date of delivery of such Transfer Certificate to the Agent: (ia) to the extent that in such Transfer Certificate such the Bank party thereto seeks to transfer its rights rights, benefits and obligations hereunderunder any of the Finance Documents, each of the Borrower Group Obligors and such Bank shall be released from further obligations towards one another hereunder under any of the Finance Documents and their respective rights against one another shall be cancelled (such rights and obligations being referred to in this Clause 26.4 29.5 as "DISCHARGED RIGHTS AND OBLIGATIONSdischarged rights and obligations"); and; (iib) each of the Borrower Group Obligors and the Transferee party thereto shall assume obligations towards one another and/or acquire rights against one another which differ from such discharged rights and obligations only insofar as the Borrower such Obligor and such Transferee have assumed and/or acquired the same in place of the Borrower such Obligor and such Bank; (c) the Agent, the Arranger, such Transferee and the other Banks shall acquire the same rights and benefits and assume the same obligations between themselves as they would have acquired and assumed had such Transferee been an original party to the Finance Documents as a Bank with the rights, benefits and/or obligations acquired or assumed by it as a result of such transfer; and (d) such Transferee shall become a party hereto as a Term Bank or the Overdraft Bank, as the case may be.

Appears in 1 contract

Samples: Facility Agreement (Adt Limited)

Transfers by Banks. If a any Bank wishes to transfer all or any of its rights, benefits and/or obligations hereunder as contemplated in Clause 26.2 (ASSIGNMENTS AND TRANSFERS BY BANKS)Section 13.03, then such transfer may be effected by the delivery to the Agent and the Borrower of a duly completed and duly executed Transfer Certificate in which event, on the later of the Transfer Date specified in such Transfer Certificate and the fifth business day Business Day after (or such earlier business day endorsed by the Agent on such Transfer CertificateCertificate falling on or after) the date of delivery of such Transfer Certificate to the Agent: (ia) to the extent that in such Transfer Certificate such the Bank party thereto seeks to transfer its rights rights, benefits and obligations hereunder, the Borrower Company and such Bank shall be released from further obligations towards one another hereunder and their respective rights against one another shall be cancelled (such rights and obligations being referred to in this Clause 26.4 Section 13.05 as "DISCHARGED RIGHTS AND OBLIGATIONSdischarged rights and obligations"); and; (iib) the Borrower Company and the Transferee party thereto shall assume obligations towards one another and/or acquire rights against one another which differ from such discharged rights and obligations only insofar as the Borrower Company and such Transferee have assumed and/or acquired the same in place of the Borrower Company and such Bank; (c) the Agent, such Transferee and the other Banks shall acquire the same rights and benefits and assume the same obligations between themselves as they would have acquired and assumed had such Transferee been an original party hereto as a Bank with the rights, benefits and/or obligations acquired or assumed by it as a result of such transfer; and (d) such Transferee shall become a party hereto as a "Bank"

Appears in 1 contract

Samples: Onshore Bill Discount Facility (NSM Steel Co LTD)

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