Assignment by Lenders. Each Lender may, with the consent of the Borrowers (so long as no Default or Event of Default has occurred and is continuing), which consent shall not be unreasonably withheld, and with the consent of the Agent and each of the other Lenders, assign to one or more assignees all or a portion of its interests, rights and obligations under this Agreement; provided that: (i) each such assignment shall be of a constant, and not a varying, percentage of all of the assigning Lender’s rights and obligations under this Agreement; (ii) if less than all of the assigning Lender’s portion of the Loan is to be assigned, the portion so assigned shall not be less than $1,000,000; (iii) the parties to each such assignment shall execute and deliver to the Agent, for its acceptance and recording in the Register, an Assignment and Acceptance in the form of Exhibit C attached hereto (an “Assignment and Acceptance”); (iv) such assignment shall not, without the consent of the Borrowers, require the Borrowers to file a registration statement with the Securities and Exchange Commission or apply to or qualify the Loan under the blue sky laws of any state; and (v) the assigning Lender shall pay to the Agent an assignment fee of $3,000 upon the execution by such Lender of the Assignment and Acceptance; provided that no such fee shall be payable upon any assignment by a Lender to an Affiliate thereof. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (A) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptance, have the rights and obligations of a Lender hereby and (B) the Lender thereunder shall, to the extent provided in such assignment, be released from its obligations under this Agreement.
Appears in 1 contract
Assignment by Lenders. Each Lender may, with the consent of the Borrowers Borrower (so long as no Default or Event of Default has occurred and is continuingcontinuing and except in the case of an assignment to another Lender or an Affiliate of a Lender) and the consent of the Administrative Agent (except in the case of an assignment to another Lender), which consent consents shall not be unreasonably withheld, and with withheld or delayed (provided that the consent of Borrower shall be deemed to have consented to any such assignment if it shall not have objected thereto in writing within five (5) Business Days after receiving notice thereof from the Agent and each of the other LendersAdministrative Agent), assign to one or more assignees Eligible Assignees all or a portion of its interests, rights and obligations under this AgreementAgreement and the other Loan Documents (including, without limitation, all or a portion of the Loans at the time owing to it and the Notes held by it); provided that:
(i) each such assignment shall be of a constant, and not a varying, percentage of all of the assigning Lender’s rights and obligations under this Agreement;
; (ii) if less than all of the assigning Lender’s portion of the Loan is outstanding Loans are to be assigned, the portion outstanding Loans so assigned shall not be less than $1,000,000;
5,000,000; (iii) the parties to each such assignment shall execute and deliver to the Administrative Agent, for its acceptance and recording in the Register, an Assignment and Acceptance in the form of Exhibit C G attached hereto (an “Assignment and Acceptance”);
, together with any Note or Notes subject to such assignment; (iv) such assignment shall not, without the consent of the BorrowersBorrower, require the Borrowers Borrower to file a registration statement with the Securities and Exchange Commission SEC or apply to or qualify the Loan Loans or the Notes under the blue sky laws of any state; and
and (v) the assigning Lender shall pay to the Administrative Agent an assignment fee of $3,000 3,500 upon the execution by such Lender of the Assignment and Acceptance; provided that no such fee shall be payable upon any assignment by a Lender to an Affiliate thereof. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (A) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptance, have the rights and obligations of a Lender hereby and (B) the Lender thereunder shall, to the extent provided in such assignment, be released from its obligations under this Agreement.
Appears in 1 contract
Sources: Term Loan Agreement
Assignment by Lenders. (a) Each Lender may, with the consent of the Borrowers (so long as no Default or Event of Default has occurred and is continuing), which consent shall not be unreasonably withheld, and with the consent of the Agent and each of the other Lenders, may assign to one or more assignees all or a an undivided Pro Rata portion of its interests, rights and obligations under this AgreementAgreement (which portion shall include a Pro Rata portion of its Lending Amount and the Loans at the time owing to it); provided that:
, except in the case of an assignment to an Affiliate of the Lender or an Approved Fund, such assignment is subject to the prior written consent of the Agent (i) each which consent shall not be unreasonably withheld). Each such partial assignment shall be in a minimum principal amount of a constant, $100,000 (unless otherwise agreed by the Agent in its sole discretion) and not a varying, percentage integral multiples of all $50,000 in excess of the assigning Lender’s rights and obligations under this Agreement;
(ii) if less than all that amount; Subject to notification of the assigning Lender’s portion of the Loan is to be assignedan assignment, the portion so assigned shall not be less than $1,000,000;
(iii) the parties to each such assignment shall execute and deliver to the Agent, for its acceptance and recording in the Register, an Assignment and Acceptance in the form of Exhibit C attached hereto (an “Assignment and Acceptance”);
(iv) such assignment shall not, without the consent of the Borrowers, require the Borrowers to file a registration statement with the Securities and Exchange Commission or apply to or qualify the Loan under the blue sky laws of any state; and
(v) the assigning Lender shall pay to the Agent an assignment fee of $3,000 upon the execution by such Lender of the Assignment and Acceptance; provided that no such fee shall be payable upon any assignment by a Lender to an Affiliate thereof. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (A) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptanceof the interest assigned, have the rights and obligations of a the assigning Lender hereby under this Agreement, and (B) the such Lender thereunder shall, to the extent provided in such assignmentof the interest assigned, be released from its bligetions under this Agreement (and, in the case of an assignment covering all of the Lender’s rights and obligations under this Agreement, the Lender shall cease to be a party hereto but shall continue to be entitled to the benefits of Section 2.9, Section 2.10 and Section 8.4). Each Loan Party hereby agrees to execute any amendment and/or any other document that may be necessary to effectuate such an assignment. Any assignment or transfer by the Lender of rights or obligations under this Agreement that does not comply with this paragraph shall be treated for purposes of this Agreement as a sale by the Lender of a participation in such rights and obligations in accordance with paragraph (b) of this Section 8.10.
(b) Each Lender may, without the consent of the Agent or the Borrower, sell participations to one or more banks or other entities in all or a portion of the Lender’s rights and obligations under this Agreement (including all or a portion of its Lending Amount and the Loans owing to it); provided that (i) such Lender’s obligations under this Agreement shall remain unchanged, (ii) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (iii) the Agent and the Borrower shall continue to deal solely and directly with the Lender in connection with the Lender’s rights and obligations under this Agreement.
(c) Each Lender may at any time, without the consent of the Agent or the Borrower, pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of such Lender, including any pledge or assignment to secure obligations to a Federal Reserve Bank; provided that no such pledge or assignment of a security interest shall release such Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto.
(d) Each Lender’s Lending Amount shall be represented by a Note in the original principal amount of that Lender’s Lending Amount. Any Lender wishing to assign all or a Pro Rata interest in its rights and obligations under this Agreement shall surrender its Note to the Agent, duly endorsed for cancellation; whereupon the Agent shall cause to be issued one or more replacement Notes reflecting said assignment. The Borrower agrees to cooperate with the Agent in effectuating the issuance of all such replacement Note(s); and in the event that the Borrower does not execute and deliver such replacement Note(s) within five (5) Business Days after demand by the Agent therefor, the Borrower hereby grants to the Agent, together with the Agent’s representatives, an irrevocable power of attorney, couple with an interest, to execute and deliver to the assigning Lender and/or its designees the replacement Note(s).
Appears in 1 contract
Sources: Loan and Security Agreement (Newtek Business Services Corp.)
Assignment by Lenders. Each Lender may, with the consent of the Borrowers (so long as no Default or Event of Default has occurred and is continuing)Agent, which consent shall not be unreasonably withheld, and with the consent of the Agent and each of the other Lendersassign, assign to one or more assignees Eligible Assignees, all or a portion of its interests, rights and obligations under this AgreementAgreement (including, without limitation, all or a portion of the Extensions of Credit at the time owing to it and the Notes held by it); provided that:
(i) each such assignment shall be of a constant, and not a varying, percentage of all of the assigning Lender’s 's rights and obligations under this Agreement;
(ii) if less than all of the assigning Lender’s portion of the Loan 's Commitment is to be assigned, the portion Commitment so assigned shall not be less than $1,000,0005,000,000.00;
(iii) the parties to each such assignment shall execute and deliver to the Agent, for its acceptance and recording in the Register, an Assignment and Acceptance in the form of Exhibit C G attached hereto (an “"Assignment and Acceptance”"), together with any Note or Notes subject to such assignment;
(iv) such assignment shall not, without the consent of the BorrowersCompany, require the Borrowers Company to file a registration statement with the Securities and Exchange Commission or apply to or qualify the Loan Loans or the Notes under the blue sky laws of any state; and
(v) the assigning Lender shall pay to the Agent an assignment fee of $3,000 2,000.00 upon the execution by such Lender of the Assignment and Acceptance; provided that that, no such fee shall be payable upon any assignment by a Lender to an Affiliate thereof. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (A) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptance, have the rights and obligations of a Lender hereby hereby, and (B) the Lender thereunder shall, to the extent provided in such assignment, be released from its obligations under this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Med Waste Inc)
Assignment by Lenders. Each Lender may, with the consent of the Borrowers (so long as no Default or Event of Default has occurred and is continuing)) and the consent of the Agent, which consent consents shall not be unreasonably withheld, and with the consent of the Agent and each of the other Lendersdelayed or denied, assign to one or more assignees Eligible Assignees all or a portion of its interests, rights and obligations under this AgreementAgreement (including, without limitation, all or a portion of the Extensions of Credit at the time owing to it and the Notes held by it); provided that:
(i) 13.13.2.1 each such assignment shall be of a constant, and not a varying, percentage of all of the assigning Lender’s 's rights and obligations under this Agreement;
(ii) 13.13.2.2 if less than all of the assigning Lender’s portion of the Loan 's Commitment is to be assigned, the portion Commitment so assigned shall not be less than Three Million ($1,000,0003,000,000) Dollars, or the total amount of such Lender's Commitment, if such amount is less;
(iii) 13.13.2.3 the parties to each such assignment shall execute and deliver to the Agent, for its acceptance and recording in the Register, an Assignment and Acceptance in the form of Exhibit C F attached hereto (an “"Assignment and Acceptance”"), together with any Note or Notes subject to such assignment;
(iv) 13.13.2.4 such assignment shall not, without the consent of the Borrowers, Borrowers require the Borrowers to file a registration statement with the Securities and Exchange Commission or apply to or qualify the Loan Loans or the Notes under the blue sky laws of any state; and
(v) 13.13.2.5 the assigning Lender shall pay to the Agent an assignment fee of $3,000 3,500 upon the execution by such Lender of the Assignment and Acceptance; provided that no such fee shall be payable upon any assignment by a Lender to an Affiliate thereof. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (Ai) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptance, have the rights and obligations of a Lender hereby hereby, and (Bii) the Lender thereunder shall, to the extent provided in such assignment, be released from its obligations under this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Imagemax Inc)
Assignment by Lenders. Each Lender may, with the consent of the Borrowers (so long as no Default or Event of Default has occurred and is continuing), which consent shall not be unreasonably withheld, and with the consent of the Agent and each of the other Lenders, assign to one or more assignees all or a portion of its interests, rights and obligations under this Agreement; provided that:
(i) each such assignment shall be of a constant, and not a varying, percentage of all of the assigning Lender’s 's rights and obligations under this Agreement;
(ii) if less than all of the assigning Lender’s portion of the Loan 's Commitment is to be assigned, the portion Commitment so assigned shall not be less than $1,000,0005,000,000 and the Commitment so retained shall not be less than $5,000,000;
(iii) the parties to each such assignment shall execute and deliver to the Agent, for its acceptance and recording in the Register, an Assignment and Acceptance in the form of Exhibit C G attached hereto --------- (an “"Assignment and Acceptance”)") , together with any Note or Notes subject to such assignment;
(iv) such assignment shall not, without the consent of the BorrowersBorrower, require the Borrowers Borrower to file a registration statement with the Securities and Exchange Commission or apply to or qualify the Loan Loans or the Notes under the blue sky laws of any state; and
(v) the assigning Lender shall pay to the Agent an assignment fee of $3,000 upon the execution by such Lender of the Assignment and Acceptance; provided provided, that no such fee shall be payable upon any assignment by a Lender to -------- an Affiliate thereof. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (A) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptance, have the rights and obligations of a Lender hereby and (B) the Lender thereunder shall, to the extent provided in such assignment, be released from its obligations under this Agreement.
Appears in 1 contract
Sources: Credit Agreement (American Business Information Inc /De)
Assignment by Lenders. Each Lender may, with the consent of the Borrowers (so long as no Default or Event of Default has occurred and is continuing), which consent shall not be unreasonably withheld, and with the consent of the Agent and each of the other Lenders, assign to one or more assignees all or a portion of its interests, rights and obligations under this Agreement; provided that:
(i) each such assignment shall be of a constant, and not a varying, percentage of all of the assigning Lender’s 's rights and obligations under this Agreement;
(ii) if less than all of the assigning Lender’s portion of the Loan 's Commitment is to be assigned, the portion Commitment so assigned shall not be less than $1,000,0005,000,000;
(iii) the parties to each such assignment shall execute and deliver to the Administrative Agent, for its acceptance and recording in the Register, an Assignment and Acceptance in the form of Exhibit C attached H hereto (an “"Assignment and Acceptance”"), together with --------- any Note or Notes subject to such assignment;
(iv) such assignment shall not, without the consent of the BorrowersBorrower, require the Borrowers Borrower to file a registration statement with the Securities and Exchange Commission or apply to or qualify the Loan Loans or the Notes under the blue sky laws of any state;
(v) no consent of the Borrower or the Administrative Agent shall be required for an assignment to an affiliate or Subsidiary of the assigning Lender; and
(vvi) the assigning Lender shall pay to the Administrative Agent an assignment fee of $3,000 upon the execution by such Lender of the Assignment and Acceptance; provided that no such fee shall be payable upon any -------- assignment by a Lender to an Affiliate thereof. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (A) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptance, have the rights and obligations of a Lender hereby and (B) the Lender thereunder shall, to the extent provided in such assignment, be released from its obligations under this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Inergy L P)
Assignment by Lenders. Each Lender may, with the consent of the Borrowers (so long as no Default or Event of Default has occurred and is continuing), which consent shall not be unreasonably withheld, and with the consent of the Agent and each of the other Lenders, assign to one or more assignees all or a portion of its interests, rights and obligations under this Agreement; provided that:
(i) each such assignment shall be of a constant, and not a varying, percentage of all of the assigning Lender’s 's rights and obligations under this Agreement;
(ii) if less than all of the assigning Lender’s portion of the Loan 's Commitment is to be assigned, the portion Commitment so assigned shall not be less than $1,000,0005,000,000 and the Commitment so retained shall not be less than $5,000,000;
(iii) the parties to each such assignment shall execute and deliver to the Agent, for its acceptance and recording in the Register, an Assignment and Acceptance in the form of Exhibit C G attached hereto (an “"Assignment and --------- Acceptance”)") , together with any Note or Notes subject to such assignment;
(iv) such assignment shall not, without the consent of the BorrowersBorrower, require the Borrowers Borrower to file a registration statement with the Securities and Exchange Commission or apply to or qualify the Loan Loans or the Notes under the blue sky laws of any state; and
(v) the assigning Lender shall pay to the Agent an assignment fee of $3,000 upon the execution by such Lender of the Assignment and Acceptance; provided provided, that no such fee shall be payable upon any assignment by a Lender to -------- an Affiliate thereof. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (A) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptance, have the rights and obligations of a Lender hereby and (B) the Lender thereunder shall, to the extent provided in such assignment, be released from its obligations under this Agreement.
Appears in 1 contract
Sources: Credit Agreement (American Business Information Inc /De)
Assignment by Lenders. Each Except as provided herein, each Lender may, with the consent of the Borrowers (so long as no Default or Event of Default has occurred and is continuing), which consent shall not be unreasonably withheld, and with the consent of the Agent and each of the other Lenders, may assign to one or more assignees Eligible Assignees all or a portion of its interests, rights and obligations under this AgreementAgreement (including all or a portion of its Pro Rata Share and the same portion of the Loans at the time owing to it and its participating interest in the risk relating to any Letters of Credit Accommodations); provided that:
that (i) unless such assignment is to an Affiliate of a Lender or to a Person which is, at the time of such assignment, a Lender hereunder, so long as no Default or Event of Default shall have occurred and be continuing, the Agent shall have given its prior written consent to such assignment (with such consent not to be unreasonably withheld), (ii) each such assignment shall be of a constant, and not a varying, percentage of all of the assigning Lender’s 's rights and obligations under this Agreement;
, (iiiii) if less than all of the assigning Lender’s portion of the Loan each assignment shall be in an amount that is to be assigned, the portion so assigned shall not be less than $5,000,000 and if greater, in whole multiples of $1,000,000;
, and (iiiiv) the parties to each such assignment shall execute and deliver to the Agent, for its acceptance and recording in the RegisterRegister (as hereinafter defined), an Assignment and Acceptance Acceptance, substantially in the form of Exhibit C attached D hereto (an “"Assignment and Acceptance”");
(iv) , subject to such assignment shall not, without the consent of the Borrowers, require the Borrowers to file a registration statement with the Securities and Exchange Commission or apply to or qualify the Loan under the blue sky laws of any state; and
(v) the assigning Lender shall pay to the Agent an assignment fee of $3,000 upon the execution by such Lender of the Assignment and Acceptance; provided that no such fee shall be payable upon any assignment by a Lender to an Affiliate thereofassignment. Upon such execution, delivery, acceptance and recording, from and after the effective date for such assignment specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (Ai) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptance, have the rights and obligations of a Lender hereby hereunder, and (Bii) the assigning Lender thereunder shall, to the extent provided in such assignmentassignment and upon payment to the Agent of the registration fee, if any, referred to in Section 12.8, be released from its obligations under this Agreement.
Appears in 1 contract
Sources: Loan Agreement (Clean Harbors Inc)
Assignment by Lenders. Each Lender may, with the consent of the Borrowers Company (so long as no Default or Event of Default has occurred and is continuing)) and the consent of the Administrative Agent, which consent consents shall not be unreasonably withheld, and with the consent of the Agent and each of the other Lenders, assign to one or more assignees Eligible Assignees all or a portion of its interests, rights and obligations under this AgreementAgreement and the other Loan Documents (including, without limitation, all or a portion of the Extensions of Credit at the time owing to it and the Notes held by it or participating interest in the Existing Letter of Credit); provided that:
(i) each such assignment shall be of a constant, and not a varying, percentage of all of the assigning Lender’s 's rights and obligations under this Agreement;
(ii) if less than all of the assigning Lender’s portion of the Loan 's Commitment is to be assigned, the portion Commitment so assigned shall not be less than $1,000,00010,000,000;
(iii) the parties to each such assignment shall execute and deliver to the Administrative Agent, for its acceptance and recording in the Register, an Assignment and Acceptance in the form of Exhibit C G attached hereto (an “"Assignment and Acceptance”"), together with any Note or Notes subject to such assignment;
(iv) such assignment shall not, without the consent of the BorrowersCompany, require the Borrowers any Borrower to file a registration statement with the Securities and Exchange Commission or apply to or qualify the Loan Loans or the Notes under the blue sky laws of any state; and
(v) the assigning Lender shall pay to the Administrative Agent an assignment fee of $3,000 upon the execution by such Lender of the Assignment and Acceptance; provided that no such fee shall be payable upon any assignment by a Lender to an Affiliate thereof. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (A) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptance, have the rights and obligations of a Lender hereby and (B) the Lender thereunder shall, to the extent provided in such assignment, be released from its obligations under this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Belk Inc)
Assignment by Lenders. Each Lender may, with the consent of the Borrowers (so long as no Default or Event of Default has occurred and is continuing), which consent shall not be unreasonably withheld, and with the consent of the Agent and each of the other Lenders, assign to one or more assignees all or a portion of its interests, rights and obligations under this Agreement; provided that:
(i) each such assignment shall be of a constant, and not a varying, percentage of all of the assigning Lender’s 's rights and obligations under this Agreement;
(ii) if less than all of the assigning Lender’s portion of the Loan 's Commitment is to be assigned, the portion Commitment so assigned shall not be less than $1,000,0005,000,000 (other than to an Assignee who is then a Lender under this Agreement, the C-TEC Credit Facility, the CCSM Credit Facility or the Cable Systems Credit Facility);
(iii) the parties to each such assignment shall execute and deliver to the Administrative Agent, for its acceptance and recording in the Register, an Assignment and Acceptance in the form of Exhibit C F attached hereto --------- (an “"Assignment and Acceptance”"), together with any Note or Notes subject to such assignment;
(iv) such assignment shall not, without the consent of the BorrowersBorrower, require the Borrowers Borrower to file a registration statement with the Securities and Exchange Commission or apply to or qualify the Loan Loans or the Notes under the blue sky laws of any state; and
(v) the assigning Lender shall pay to the Administrative Agent an assignment fee of $3,000 upon the execution by such Lender of the Assignment and Acceptance; provided that no such fee shall be payable upon any assignment -------- by a Lender to an Affiliate thereof. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (A) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptance, have the rights and obligations of a Lender hereby and (B) the Lender thereunder shall, to the extent provided in such assignment, be released from its obligations under this Agreement.
Appears in 1 contract
Assignment by Lenders. Each Lender may, with the consent of the Borrowers (so long as no Default or Event of Default has occurred and is continuing), which consent shall not be unreasonably withheld, and with the consent of the Agent and each of the other Lenders, assign to one or more assignees all or a portion of its interests, rights and obligations under this Agreement; provided that:
(i) each such assignment shall be of a constant, and not a varying, percentage of all of the assigning Lender’s 's rights and obligations under this Agreement;
(ii) if less than all of the assigning Lender’s portion of the Loan 's Commitment is to be assigned, the portion Commitment so assigned shall not be less than $1,000,0005,000,000;
(iii) the parties to each such assignment shall execute and deliver to the Administrative Agent, for its acceptance and recording in the Register, an Assignment and Acceptance in the form of Exhibit C G attached hereto (an “--------- "Assignment and Acceptance”"), together with any Note or Notes subject to such assignment;
(iv) such assignment shall not, without the consent of the Borrowers, require the Borrowers to file a registration statement with the Securities and Exchange Commission or apply to or qualify the Loan Loans or the Notes under the blue sky laws of any state; and
(v) the assigning Lender shall pay to the Administrative Agent an assignment fee of $3,000 upon the execution by such Lender of the Assignment and Acceptance; provided that no such fee shall be payable upon any assignment by a -------- Lender to an Affiliate thereof. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, which effective date shall be at least five (5) Business Days after the execution thereof, (A) the assignee thereunder shall be a party hereto and, to the extent provided in such Assignment and Acceptance, have the rights and obligations of a Lender hereby and (B) the Lender thereunder shall, to the extent provided in such assignment, be released from its obligations under this Agreement.
Appears in 1 contract