ASSIGNMENT OF LENDER'S INTEREST Sample Clauses

ASSIGNMENT OF LENDER'S INTEREST. Each Lender shall have the right to assign its Loans and all or any portion of its rights in or pursuant to this Agreement or any of the Loan Documents to any subsequent holder or holders of its Note or the Obligations evidenced thereby, provided that each Lender shall give Agent concurrent written notice of each such assignment.

ASSIGNMENT OF LENDER'S INTEREST. Lender shall have the right to assign all or any portion of its rights in this Agreement to any subsequent holder or holders of the Indebtedness.

ASSIGNMENT OF LENDER'S INTEREST. Lender shall have the right to assign the Loan and all or any portion of its rights in or pursuant to this Agreement or any of the other Loan Documents to any subsequent holder or holders of the Note or the Obligations that assumes Lender's obligations hereunder and is a bank, pension fund, insurance company, or other institutional investor. The consent of Borrower shall not be required prior to any such assignment's becoming effective. Borrower shall be directly obligated to each assignee with respect to the Obligations assigned to such assignee and shall have no rights of setoff or other remedies against the assignee as a consequence of Lender's acts or omissions under this Agreement prior to such assignment. Upon the consummation of any assignment to an assignee pursuant to this Section 9.8, Lender and Borrower shall, if Lender or its assignee desires that the assignment be evidenced in part by a new promissory note, make appropriate arrangements for a new promissory note or, as appropriate, a replacement promissory note to be issued to Lender and for a new promissory note or, as appropriate, a replacement promissory note, to be issued to the assignee, in each case in principal amounts reflecting their respective rights to payment.

ASSIGNMENT OF LENDER'S INTEREST. (a) Lender, and each successor to Lender's interest, has the right, in its sole discretion, to transfer, sell, pledge, assign or otherwise encumber or dispose of its interest in the Loan and/or servicing rights with respect thereto, to grant participations herein, or to issue pass-through certificates or other securities ("Securities") evidencing a beneficial interest in a rated or unrated public offering or private placement of which the Loan will be made a part; provided, however, that for so long as Borrower is not in default hereunder, each such transfer shall be subject to Borrower's rights hereunder. Upon notification of any such transfer, Borrower agrees to make all payments required under the Note and this Agreement to the designated transferee without asserting any defense, setoff, recoupment, claim or counterclaim which Borrower may have against Lender. (b) If Lender, or any successor to Lender's interest, determines to undertake any action contemplated by subsection (a) above, Borrower acknowledges that Lender may forward to each prospective purchaser, transferee, assignee, servicer, participant, investor or their respective successors (collectively, "Investor") or any agency rating the Securities, all documents and information which Lender now has or ​ ​ may hereafter acquire relating to the Loan (including personal financial statement of Borrower or any guarantor), as Lender determines necessary or desirable. Borrower's execution of this Agreement shall be deemed Borrower's written consent to Lender's furnishing of such information, but, if requested by Lender, Borrower agrees to confirm such consent to writing to Lender. Borrower further agrees to cooperate, and to cause each guarantor to cooperate with Lender in connection with any action contemplated under subsection (a) including, without limitation, executing any financing statements, continuation statements or other documents deemed necessary by such Lender or such transferee to create, perfect, protect or preserve the rights and interests to be acquired by it, meeting with any rating agency for due diligence purposes, and providing all information concerning the Property, the financial condition of Borrower, or the financial condition of any guarantor as Lender may request; provided however, such cooperation shall be at Lender’s expense and no such documents shall increase Borrower’s obligations under any of the Loan Documents.

ASSIGNMENT OF LENDER'S INTEREST. Lender may, at any time and without the consent of Borrower, grant participations in or sell, transfer, assign, or convey all or any portion of its rights, title, and interest in and to the Loan, the Note, this Agreement, and the other Loan Documents, any guaranties given in connection with the Loan, and the Collateral. If Lender sells, transfers, conveys, or assigns all of Lender's right, title, and interest in the Loan or the Note, Lender shall give notice thereof to Borrower, whereupon Lender shall be fully released from all liability and obligations of Lender under the Note and under all other transferred Loan Documents from and after the date of such transfer, provided that such transferee agrees to be bound by the obligations of Lender thereunder. Notice to Borrower shall not be required for any partial sale, transfer, assignment, or conveyance of the Loan or the Note.

ASSIGNMENT OF LENDER'S INTEREST. Lender shall have the right to assign ------------------------------- all or any portion of its rights in this Agreement, any of the Loan Documents to any subsequent holder or holders of the Indebtedness.

ASSIGNMENT OF LENDER'S INTEREST. It is expressly agreed that any and all terms of this Agreement, the other Loan Documents and all other agreements made or executed by Borrower or others in favor of Lender, and all rights, powers, privileges, options and remedies conferred to Lender herein and therein, shall inure to and be for the benefit of and may be exercised by Lender, its successors and assigns.

ASSIGNMENT OF LENDER'S INTEREST. (a) Subject to the provisions of Section 11.18, Lender shall have the right to assign, participate or transfer all or any part of the Inventory Loan and all or any part of its rights in or pursuant to this Agreement or any of the Loan Documents including, without limitation, to an affiliate of Lender. All assignees, participants and transferees shall be entitled to the benefits of this Agreement and the Loan Documents. The consent of Borrower shall not be required for any such assignment, participation or transfer and failure to give notice of any assignment, participation or transfer shall not affect the validity or enforceability of this Agreement, any Loan Document, or subject Lender to any liability; provided, that Lender shall promptly provide Borrower with written notice of any such assignment or transfer. Borrower consents to the dissemination of information regarding the Obligations, the Inventory Loan, Borrower, Borrower's business, and all matters related hereto in connection with any assignment, participation or sale. (b) Lender, acting solely for this purpose as an agent of Borrower, shall maintain at its office a record of each assignment of all or any portion of the Loan, and a register for the recordation of the names and addresses of all assignees of interests in the Loan, and principal amounts (and related interest amounts) of the Loan and other amounts due hereunder, owing to, Lender pursuant to the terms hereof from time to time (the “Register”). The entries in the Register shall be conclusive, absent manifest error, and Borrower and Lender shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a “Lender” hereunder for all purposes of this Agreement to the extent of its pro rata share in the Loan, notwithstanding notice to the contrary. The Register shall be available for inspection by Borrower at any reasonable time and from time to time upon reasonable prior notice.

ASSIGNMENT OF LENDER'S INTEREST. 78 SECTION 12.01. Restrictions on Assignments...............78 SECTION 12.02. Rights of Assignee........................79 SECTION 12.03. Evidence of Assignment....................79