Common use of Benefit of Agreement Assignments and Participations Clause in Contracts

Benefit of Agreement Assignments and Participations. Except as otherwise expressly provided herein, all covenants, agreements and other provisions contained in this Agreement by or on behalf of any of the parties hereto shall bind, inure to the benefit of and be enforceable by their respective successors and assigns (including, without limitation, any subsequent holder of a Note) whether so expressed or not; provided, however, that the Company may not assign and transfer any of its rights or obligations without the prior written consent of the other parties hereto and each such holder. Notwithstanding the foregoing, (a) the Lender may not assign its Notes to a Person who, at the time of such prospective assignment, competes with the Borrower in business or for acquisitions (including any owner or operator of healthcare facilities). In order for Lender to assign its Notes to any Person who engages as a material part of its business in the business of purchasing distressed loans, Lender must first offer Borrower the right for thirty (30) days (after receipt of such offer from Lender) to pay for and consummate the purchase of such Notes at the price Lender proposes to sell to such Person. By way of clarification and not limitation, the Company acknowledges that it is contemplated that the Lender and certain of its direct and indirect stockholders may be dissolved and, accordingly, that the Lender's rights under this Agreement, the Notes and the other Transaction Documents 70 77 (including, without limitation, its Lien in the Collateral) shall be assigned to Lender's successor-in-interest. Nothing in this Agreement or in the Notes, express or implied, shall give to any Person other than the parties hereto, their successors and assigns and the holders from time to time of the Notes any benefit or any legal or equitable right, remedy or claim under this Agreement.

Benefit of Agreement Assignments and Participations. Except as otherwise expressly provided herein, all covenants, agreements (a) This Agreement shall be binding upon and other provisions contained in this Agreement by or on behalf of any of the parties hereto shall bind, inure to the benefit of the Borrower, the Lender, all future permitted holders of the Note and be enforceable by their respective permitted successors and assigns (includingassigns, without limitation, any subsequent holder of a Note) whether so expressed or not; provided, however, except that the Company Borrower may not assign and or transfer any of its rights or obligations under this Agreement without the prior written consent of the other parties hereto Lender. (b) The Lender may not assign, or enter into any participations, in respect of, all or any part of the Loan without the prior written consent of the Borrower (which consent shall not be unreasonably withheld, conditioned or delayed). The Lender may assign all or any part of the Loan without the Borrower's consent (i) at any time to one or more Affiliates of the Lender or (ii) from and each after the occurrence and during the continuance of an Event of Default, to one or more affiliated or unaffiliated parties; and provided further that no such holderparticipation shall affect the rights and duties of the Lender vis-a-vis the Borrower. Notwithstanding the foregoingThe Borrower shall not be obligated to furnish any information to any such participant, (a) purchaser or assignee, but the Lender may not assign its Notes to a provide any such Person who, at the time of such prospective assignment, competes with any information furnished by the Borrower in business or for acquisitions (including any owner or operator of healthcare facilities). In order for Lender to assign its Notes to any Person who engages as a material part of its business in the business of purchasing distressed loans, Lender must first offer Borrower the right for thirty (30) days (after receipt of such offer from Lender) to pay for and consummate the purchase of such Notes at the price Lender proposes to sell to such Person. By way of clarification and not limitation, the Company acknowledges that it is contemplated that the Lender and certain of its direct and indirect stockholders may be dissolved and, accordingly, that the Lender's rights under this Agreement, the Notes and the other Transaction Documents 70 77 (including, without limitation, its Lien in the Collateral) shall be assigned to Lender's successor-in-interest. Nothing in this Agreement or in the Notes, express or implied, shall give to any Person other than the parties hereto, their successors and assigns and the holders from time to time of the Notes any benefit or any legal or equitable right, remedy or claim under this Agreementcompliance with subsection 9.11.

Benefit of Agreement Assignments and Participations. Except as otherwise expressly provided herein, all covenants, agreements (a) This ---------------------------------------------------- Agreement shall be binding upon and other provisions contained in this Agreement by or on behalf of any of the parties hereto shall bind, inure to the benefit of the Borrower, the Lender, all future permitted holders of the Note and be enforceable by their respective permitted successors and assigns (includingassigns, without limitation, any subsequent holder of a Note) whether so expressed or not; provided, however, except that the Company Borrower may not assign and or transfer any of its rights or obligations under this Agreement without the prior written consent of the other parties hereto Lender. (b) The Lender may not assign, or enter into any participations, in respect of, all or any part of the Loan without the prior written consent of the Borrower (which consent shall not be unreasonably withheld, conditioned or delayed). The Lender may assign all or any part of the Loan without the Borrower's consent (i) at any time to one or more Affiliates of the Lender or (ii) from and each after the occurrence and during the continuance of an Event of Default, to one or more affiliated or unaffiliated parties; and provided further -------- ------- that no such holderparticipation shall affect the rights and duties of the Lender vis- a-vis the Borrower. Notwithstanding the foregoingThe Borrower shall not be obligated to furnish any information to any such participant, (a) purchaser or assignee, but the Lender may not assign its Notes to a provide any such Person who, at the time of such prospective assignment, competes with any information furnished by the Borrower in business or for acquisitions (including any owner or operator of healthcare facilities). In order for Lender to assign its Notes to any Person who engages as a material part of its business in the business of purchasing distressed loans, Lender must first offer Borrower the right for thirty (30) days (after receipt of such offer from Lender) to pay for and consummate the purchase of such Notes at the price Lender proposes to sell to such Person. By way of clarification and not limitation, the Company acknowledges that it is contemplated that the Lender and certain of its direct and indirect stockholders may be dissolved and, accordingly, that the Lender's rights under this Agreement, the Notes and the other Transaction Documents 70 77 (including, without limitation, its Lien in the Collateral) shall be assigned to Lender's successor-in-interest. Nothing in this Agreement or in the Notes, express or implied, shall give to any Person other than the parties hereto, their successors and assigns and the holders from time to time of the Notes any benefit or any legal or equitable right, remedy or claim under this Agreementcompliance with subsection 9.11.