Common use of Assignment by a Lender Clause in Contracts

Assignment by a Lender. A Lender may assign in whole or in part its rights under this Agreement if (i) at the same time the proposed assignee assumes the whole or (as the case may be) the relevant part of the Lender's obligations under this Agreement to the satisfaction (acting reasonably) of the Agent and the Borrower and (ii) it obtains the written consent of the Borrower in advance. The Borrower agrees that it will not unreasonably withhold this consent. If the Borrower does not reply to a written request for consent within 10 Business Days it will be treated as having given its consent. No consent is required where the assignment: (A) is to another Lender; (B) is to an affiliate or Subsidiary or Holding Company of the assignor; (C) occurs when there is an outstanding Termination Event; or (D) is part of the syndication process arranged by the Co-arrangers. The principal amount to be assigned must equal or exceed the minimum assignment amount described in Clause 24.7 and following the assignment each Lender must satisfy the minimum hold requirement described in Clause 24.6. Neither the Agent nor any Lender will be obliged to treat any person to whom a Lender makes an assignment as an assignee until that person agrees to pay to the Agent the fee mentioned in Clause 24.3((C)). The restrictions on minimum assignment amounts and minimum hold requirements described in this sub-clause do not apply to assignments by a Lender to an affiliate, Subsidiary or Holding Company of that Lender (as long as they are not granted in contemplation of that affiliate, Subsidiary or Holding Company ceasing to be an affiliate, Subsidiary or Holding Company of that Lender). Any subsequent assignee of that affiliate, Subsidiary or Holding Company must satisfy the minimum hold requirements of Clause 246. The restriction on minimum assignment amounts does not apply to assignments by a Lender to another Lender.

Assignment by a Lender. A Lender may assign in whole or in part its rights under this Agreement if if: (iA) at At the same time the proposed assignee assumes the whole or (as the case may be) the relevant part of the Lender's obligations under this Agreement to the satisfaction (acting reasonably) of the Agent and the Borrower Borrower; (B) It is assigning an amount of its Facility A Commitments and an amount of its Facility B Commitments which when these amounts are expressed as a proportion of, in the case of Facility A Commitments, the Total Facility A Commitments and, in the case of Facility B Commitments, the Total Facility B Commitments, results in the same figure; and (iiC) it The principal amount to be assigned (or, in the case of an amount in the Optional Currency, the Original Sterling Amount) must equal or exceed (Pounds)2,500,000 (or be the remaining amount of its Facility A Commitment and Facility B Commitment). (D) It obtains the written consent of the Borrower in advance. The Borrower agrees that it will not unreasonably withhold this consent. If the Borrower does not reply to a written request for consent within 10 Business Days it will be treated as having given its consent. No consent is required where the assignment: (Ai) is to another Lender; (Bii) is to an affiliate or Subsidiary or Holding Company of the assignor; (Ciii) occurs when there is an outstanding Termination Event; or (Div) is part of the syndication process arranged by the Co-arrangers. The principal amount to be assigned must equal or exceed the minimum assignment amount described in Clause 24.7 and following the assignment each Lender must satisfy the minimum hold requirement described in Clause 24.6Arrangers. Neither the Agent nor any Lender will be obliged to treat any person to whom a Lender makes an assignment as an assignee until that person agrees to pay to the Agent the fee mentioned in Clause 24.3((C25.3(D)). The restrictions on minimum assignment amounts and minimum hold requirements described in this sub-clause do not apply to assignments by a Lender to an affiliate, Subsidiary or Holding Company of that Lender (as long as they are not granted in contemplation of that affiliate, Subsidiary or Holding Company ceasing to be an affiliate, Subsidiary or Holding Company of that Lender). Any subsequent assignee of that affiliate, Subsidiary or Holding Company must satisfy the minimum hold requirements of Clause 246. The restriction on minimum assignment amounts does not apply to assignments by a Lender to another Lender.