Common use of Covenants of the Assignee Clause in Contracts

Covenants of the Assignee. The Assignee hereby covenants and agrees that it will, independently and without reliance upon the Assignor or the Agent, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, evaluations and decisions in taking or not taking action under the Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, Property, financial and other condition and creditworthiness of the Borrowers. The Assignee further agrees to provide to the Agent any forms required by Section 3.10 of the Credit Agreement and any administrative questionnaire reasonably required by the Agent. (a) Section 2 of this Agreement shall not become effective until such date (the "ASSIGNMENT EFFECTIVE DATE") as all of the following conditions shall have been fulfilled: (i) The Agent shall have executed a copy of this Agreement and shall have received duly executed counterparts hereof by each of the Assignor, the Assignee and, if required by the Credit Agreement, the Issuer, the Swing Line Lender and the Company; (ii) The Assignor shall have delivered to the Assignee (with a copy to the Agent) a duly completed letter in the form of Annex A hereto; (iii) The Assignee shall have confirmed in writing to the Assignor (with a copy to the Agent) that, on or before the Assignment Effective Date, it shall have transferred (in accordance with Section 6 hereof) the Purchase Price to the Assignor. At the time of such confirmation, the Assignee shall be deemed to have remade the representations and warranties contained in Section 3(b)(i), (ii) [AND] (iii) [, AND (IV)] hereof on and as of the date of such confirmation; (iv) The Agent shall have received an assignment fee, for its account, in the amount of $3,500 if required to be paid by the Credit Agreement; and (v) The Agent shall have received any forms required by Section 3.10 of the Credit Agreement and any administrative questionnaire reasonably required by the Agent.

Covenants of the Assignee. The Assignee hereby covenants and agrees that it will, independently and without reliance upon the Assignor or the Administrative Agent, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, evaluations and decisions in taking or not taking action under the Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, Property, financial and other condition and creditworthiness of the BorrowersBorrower. The Assignee further agrees to provide to the Administrative Agent any forms required by Section 3.10 of the Credit Agreement and any administrative questionnaire reasonably required by the Administrative Agent.. 5. Effectiveness of this Agreement (a) Section 2 of this Agreement shall not become effective until such date (the "ASSIGNMENT EFFECTIVE DATEAssignment Effective Date") as all of the following conditions shall have been fulfilled: (i) The Administrative Agent shall have executed a copy of this Agreement and shall have received duly executed counterparts hereof by each of the Assignor, the Assignee and, if required by the Credit Agreement, the Issuer, the Swing Line Lender and the CompanyBorrower; (ii) The Assignor shall have delivered to the Assignee (with a copy to the Administrative Agent) a duly completed letter in the form of Annex A hereto; (iii) The Assignee shall have confirmed in writing to the Assignor (with a copy to the Administrative Agent) that, on or before the Assignment Effective Date, it shall have transferred (in accordance with Section 6 hereof) the Purchase Price to the Assignor. At the time of such confirmation, the Assignee shall be deemed to have remade the representations and warranties contained in Section 3(b)(i), (ii) [ANDand] (iii) [, AND and (IViv)] hereof on and as of the date of such confirmation; (iv) The Administrative Agent shall have received an assignment feereceived, for its own account, in the amount of $3,500 if assignment fee required to be paid by pursuant to Section 11.7 of the Credit Agreement; and (v) The Administrative Agent shall have received any forms required by Section 3.10 of the Credit Agreement and any administrative questionnaire reasonably required by the Administrative Agent. (b) Upon the Assignment Effective Date, (i) the Administrative Agent shall record the assignment contemplated hereby, (ii) the Assignee shall be a Lender, and (iii) the Assignor, to the extent of the assignment provided for herein, shall be released from its obligations under the Loan Documents. (c) The Assignee hereby appoints and authorizes the Administrative Agent to take such action, on and after the Assignment Effective Date, as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto. (d) From and after the Assignment Effective Date, the Administrative Agent shall make all payments in respect of the interest assigned hereby (including payments of principal, interest, fees and other amounts) to the Assignee. The Assignor and the Assignee shall make all appropriate adjustments with respect to amounts under the Loan Documents which accrued prior to the Assignment Effective Date, and which were paid thereafter, directly between themselves. 6.