Common use of Universal succession Clause in Contracts

Universal succession. (i) If a Revolving Lender is to be merged with any other Person by universal succession, such Revolving Lender shall, at its own cost within forty-five days of that merger furnish to Revolving Facility Administrative Agent: (A) an original or certified true copy of a legal opinion issued by a qualified legal counsel practicing law in its jurisdiction of incorporation confirming that all such Revolving Lender’s assets, rights and obligations generally have been duly vested in the succeeding entity who has succeeded to all relationships as if those assets, rights and obligations had been originally acquired, incurred or entered into by the succeeding entity; and (B) an original or certified true copy of a written confirmation by either the Revolving Lender’s legal counsel or such other legal counsel acceptable to Revolving Facility Administrative Agent and for the benefit of the Revolving Facility Administrative Agent (in its capacity as Revolving Facility Administrative Agent for the Revolving Lenders) that the laws of the jurisdiction in which the principal office of such Revolving Lender is located recognize such merger by universal succession under the relevant foreign laws whereupon a transfer and novation of all such Revolving Lender’s assets, rights and obligations to its succeeding entity shall have been, or be deemed to have been, duly effected as at the date of the said merger. (ii) If such Revolving Lender, in a universal succession, does not comply with the requirements under this Section 10.6(j), Revolving Facility Administrative Agent has the right to decline to recognize the succeeding entity and demand such Revolving Lender and the succeeding entity to either sign and deliver an Assignment and Assumption Agreement to Revolving Facility Administrative Agent evidencing the disposal of all rights and obligations of such Revolving Lender to that succeeding entity, or provide or enter into such documents, or make such arrangements acceptable to Revolving Facility Administrative Agent (acting on the advice of the Revolving Lender’s legal counsel (any legal costs so incurred shall be borne by the relevant Revolving Lender) in order to establish that all rights and obligations of the relevant Revolving Lender under this Agreement have been transferred to and assumed by the succeeding entity.

Universal succession. (i) If a Revolving Lender is to be merged with any other Person person by universal succession, such Revolving Lender shall, at its own cost within forty-five (45) days of that merger furnish to Revolving the Facility Administrative Agent: (Aa) an original or certified true copy of a legal opinion issued by a qualified legal counsel practicing practising law in its jurisdiction of incorporation confirming that all such Revolving Lender’s assets, rights and obligations generally have been duly vested in the succeeding entity who has succeeded to all relationships as if those assets, rights and obligations had been originally acquired, incurred or entered into by the succeeding entity; and (Bb) an original or certified true copy of a written confirmation by either the Revolving Lender’s legal counsel or such other legal counsel acceptable to Revolving the Facility Administrative Agent and for the benefit of the Revolving Facility Administrative Agent (in its capacity as Revolving Facility Administrative Agent for agent of the Revolving Lenders) that the laws of the PRC and of the jurisdiction in which the principal office Facility Office of such Revolving Lender is located recognize recognise such merger by universal succession under the relevant foreign laws laws, whereupon a transfer and novation of all such Revolving Lender’s assets, rights and obligations to its succeeding entity shall have been, or be deemed to have been, duly effected as at the date of the said merger. (ii) . If such Revolving Lender, in a universal succession, does not comply with the requirements under this Section 10.6(j)Clause 22.8, Revolving the Facility Administrative Agent has the right to decline to recognize recognise the succeeding entity and demand such Revolving Lender and the succeeding entity to either sign and deliver an Assignment and Assumption Agreement a Transfer Certificate to Revolving the Facility Administrative Agent evidencing the disposal of all rights and obligations of such Revolving Lender to that succeeding entity, or provide or enter into such documents, or make such arrangements acceptable to Revolving the Facility Administrative Agent (acting on the advice of the Revolving Lender’s legal counsel (any legal costs so incurred shall be borne by the relevant Revolving Lender) in order to establish that all rights and obligations of the relevant Revolving Lender under this Agreement have been transferred to and assumed by the succeeding entity.

Universal succession. (i) If a Revolving Lender is to be merged with any other Person person by universal succession, such Revolving Lender shall, at its own cost and within forty-five (45) days of that merger furnish merger, deliver to Revolving the Facility Administrative Agent: (Aa) an original or certified true copy of a legal opinion issued by a qualified legal counsel practicing law in its jurisdiction of incorporation confirming that all such Revolving Lender’s assets, rights and obligations generally have been duly vested in the succeeding entity who has succeeded to all relationships as if those assets, rights and obligations had been originally acquired, incurred or entered into by the succeeding entity; and (Bb) an original or certified true copy of a written confirmation by either the Revolving Lender’s Lenders’ legal counsel or such other legal counsel acceptable to Revolving the Facility Administrative Agent and for the benefit of the Revolving Facility Administrative Agent (in its capacity as Revolving Facility Administrative Agent for agent of the Revolving Lenders) ), confirming that the laws of the People’s Republic of China and of the jurisdiction in which the principal lending office of such Revolving Lender is located recognize recognise such merger by universal succession under the relevant foreign laws laws. whereupon a transfer and novation of all such Revolving Lender’s assets, rights and obligations to its succeeding entity shall have been, or be deemed to have been, duly effected as at the date of the said merger. (ii) . If such Revolving Lender, in a universal succession, does not comply with the requirements under this Section 10.6(j)Clause 22.9, Revolving the Facility Administrative Agent has the right to decline to recognize recognise the succeeding entity and demand such Revolving Lender and the succeeding entity to either sign and deliver an Assignment and Assumption Agreement a Transfer Certificate to Revolving the Facility Administrative Agent evidencing the disposal transfer of all rights and obligations of such Revolving Lender to that succeeding entity, or provide or enter into such documents, or make such arrangements acceptable to Revolving the Facility Administrative Agent (acting on the advice of the Revolving Lender’s legal counsel (and any legal costs so incurred shall be borne by the relevant Revolving Lender) in order to establish evidence that all rights and obligations of the relevant Revolving Lender under this Agreement have been transferred to and assumed by the succeeding entity.