Common use of Effectiveness of Assignments Clause in Contracts

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) the Agent and the Company (or, following occurrence and during continuance of an Event of Default, the Agent only and not the Company) shall have been given notice of the Assignment and shall, unless the Assignee is already a Bank under this Agreement or an Affiliate thereof, have given prior written consent to such Assignment, which written consent shall not be unreasonably withheld or delayed (provided, that the Company shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to the Agent within five (5) Business Days after having received notice thereof), (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 to the Agent for its own account, (iii) the Assignee shall have submitted the Assignment and Assumption Agreement to the Agent with a copy for the Company, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iv) the assigning Bank and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning Bank, in proportion to the percentage of the assigning Bank’s rights transferred, to the Assignee.

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) the Agent and the Company Borrower (or, following occurrence and during continuance of an Event of Default, the Agent only and not the CompanyBorrower) shall have been given notice of the Assignment and shall, unless the Assignee is already a Bank under this Agreement or an Affiliate thereof, have given prior written consent to such Assignment, Assignment (which written consent shall not be unreasonably withheld withheld), by either notice of such consent or delayed (provided, that the Company shall be deemed to have consented to any by executing and delivering such assignment unless it shall object thereto by written notice to the Agent within five (5) Business Days after having received notice thereof)Assignments, (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 to the Agent for its own account, (iii) the Assignee shall have submitted the Assignment and Assumption Agreement to the Agent with a copy for the CompanyBorrower, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iv) the assigning Bank and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, (x) if requested by the assigning Bank, the Agent and the Borrower shall make appropriate arrangements so that new Notes are issued to the assigning Bank and the Assignee; and (y) the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning Bank, in proportion to the percentage of the assigning Bank’s rights transferred, to the Assignee.

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) the Agent and the Company (or, following occurrence and during continuance of an Event of Default, the Agent only and not the Company) Borrower shall have been given notice of the Assignment and shall, unless the Assignee is already a Bank under this Agreement or an Affiliate thereof, have given prior written consent to such AssignmentAssignment unless the Assignee is already a Lender under this Agreement, which written consent shall not be unreasonably withheld or delayed (provided, that the Company shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to the Agent within five (5) Business Days after having received notice thereof)withheld, (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 to the Agent for its own account, (iii) the Assignee shall have submitted the relevant Assignment and Assumption Agreement Agreement, or other document in which the Assignee shall have agreed in writing to have irrevocably assumed and undertaken the transferred portion of the assigning Lender's obligations hereunder (including without limitation the obligations to indemnify the Agent hereunder and to comply with Section 14.29), to the Agent with a copy for the CompanyBorrower, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iviii) the assigning Bank Lender, the Borrower and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning BankLender, in proportion to the percentage of the assigning Bank’s Lender's rights transferred, to the Assignee.

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) the Agent and the Company (or, following occurrence and during continuance of an Event of Default, the Agent only and not the Company) shall have been given notice of the Assignment and shall, unless the Assignee is already a Bank under this Agreement or an Affiliate thereofAgreement, have given prior written consent to such Assignment, which written consent shall not be unreasonably withheld or delayed (provided, that the Company shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to the Agent within five (5) Business Days after having received notice thereof)delayed, (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 to the Agent for its own account, (iii) the Assignee shall have submitted the Assignment and Assumption Agreement to the Agent with a copy for the Company, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iv) the assigning Bank and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning Bank, in proportion to the percentage of the assigning Bank’s rights transferred, to the Assignee.

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) the Agent and the Company Borrower (or, following occurrence and during continuance of an Event of Default, the Agent only and not the CompanyBorrower) shall have been given notice of the Assignment and shall, unless the Assignee is already a Bank under this Agreement or an Affiliate thereof, have given prior written consent to such Assignment, Assignment (which written consent shall not be unreasonably withheld withheld), by either notice of such consent or delayed (provided, that the Company shall be deemed to have consented to any by executing and delivering such assignment unless it shall object thereto by written notice to the Agent within five (5) Business Days after having received notice thereof)Assignments, (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 to the Agent for its own account, (iii) the Assignee shall have submitted the Assignment and Assumption Agreement and the Administrative Questionnaire to the Agent with a copy for the CompanyBorrower, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iv) the assigning Bank and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, (x) if requested by the assigning Bank, the Agent and the Borrower shall make appropriate arrangements so that new Notes are issued to the assigning Bank and the Assignee; and (y) the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning Bank, in proportion to the percentage of the assigning Bank’s rights transferred, to the Assignee.

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) the Agent and the Company (or, following occurrence and during continuance of an Event of Default, the Agent only and not the Company) shall have been given notice of the Assignment and shall, unless the Assignee is already a Bank under this Agreement or an Affiliate thereofAgreement, have given prior written consent to such Assignment, which written consent shall not be unreasonably withheld or delayed (provided, that the Company shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to the Agent within five (5) Business Days after having received notice thereof), (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 to the Agent for its own account, (iii) the Assignee shall have submitted the Assignment and Assumption Agreement to the Agent with a copy for the Company, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iv) the assigning Bank and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning Bank, in proportion to the percentage of the assigning Bank’s rights transferred, to the Assignee.

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) except in the instance of an assignment to an affiliate of the assigning Bank, the Agent and the Company Borrower (or, following occurrence and during continuance of an Event of Default, the Agent only and not the CompanyBorrower) shall have been given notice of the Assignment and shall, unless the Assignee is already a Bank under this Agreement or an Affiliate thereof, have given prior written consent to such Assignment, Assignment (which written consent shall not be unreasonably withheld withheld), by either notice of such consent or delayed (provided, that the Company shall be deemed to have consented to any by executing and delivering such assignment unless it shall object thereto by written notice to the Agent within five (5) Business Days after having received notice thereof)Assignments, (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 to the Agent for its own account, (iii) the Assignee shall have submitted the Assignment and Assumption Agreement to the Agent with a copy for the CompanyBorrower, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iv) the assigning Bank and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, (x) if requested by the assigning Bank, the Agent and the Borrower shall make appropriate arrangements so that new Notes are issued to the assigning Bank and the Assignee; and (y) the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning Bank, in proportion to the percentage of the assigning Bank’s rights transferred, to the Assignee.

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) the Agent and the Company Borrower (or, following occurrence and during continuance of an Event of Default, the Agent only and not the CompanyBorrower) shall have been given notice of the Assignment and shall, unless the Assignee is already a Bank under this Agreement or an Affiliate thereof, have given prior written consent to such Assignment, Assignment (which written consent shall not be unreasonably withheld withheld), by either notice of such consent or delayed (provided, that the Company shall be deemed to have consented to any by executing and delivering such assignment unless it shall object thereto by written notice to the Agent within five (5) Business Days after having received notice thereof)Assignments, (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 to the Agent for its own account, (iii) the Assignee shall have submitted the Assignment and Assumption Agreement to the Agent with a copy for the CompanyBorrower, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iv) the assigning Bank and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, (x) if requested by the assigning Bank, the Agent and the Borrower shall make appropriate arrangements so that new Notes are issued to the assigning Bank and the Assignee; and (y) the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning Bank, in proportion to the percentage of the assigning Bank’s 's rights transferred, to the Assignee.

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) the Agent and the Company Borrower (or, following occurrence and during continuance of an Event of Default, the Agent only and not the CompanyBorrower) shall have been given notice of the Assignment and shallshall have given prior written consent to such Assignment, unless the Assignee is already a Bank under this Agreement or an Affiliate thereof, have given prior written consent to such Assignment, which written consent shall not be unreasonably withheld or delayed (provided, that the Company shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to the Agent within five (5) Business Days after having received notice thereof)Agreement, (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 5,000 to the Agent for its own account, (iii) the Assignee shall have submitted the Assignment and Assumption Agreement to the Agent with a copy for the CompanyBorrower, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iv) the assigning Bank and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, (x) if requested by the assigning Bank, the Agent and the Borrower shall make appropriate arrangements so that new Notes are issued to the assigning Bank and the Assignee; and (y) the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning Bank, in proportion to the percentage of the assigning Bank’s 's rights transferred, to the Assignee.

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) the Agent and the Company (or, following occurrence and during continuance of an Event of Default, the Agent only and not the Company) Borrower shall have been given notice of the Assignment and shall, unless the Assignee is already a Bank under this Agreement or an Affiliate thereof, have given prior written consent to such Assignment, Assignment (which written consent shall not be unreasonably withheld withheld), by either notice of such consent or delayed (providedby executing and delivering such Assignments, provided that the Company Agent only (and not the Borrower) shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to consent (A) if the Agent within five assignee is another Bank, an affiliate of the assigning Bank or an approved fund or (5B) Business Days after having received notice thereof)if an Event of Default has occurred and is continuing, (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 to the Agent for its own account, (iii) the Assignee shall have submitted the Assignment and Assumption Agreement to the Agent with a copy for the CompanyBorrower, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iv) the assigning Bank and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, (x) if requested by the assigning Bank, the Agent and the Borrower shall make appropriate arrangements so that new Notes are issued to the assigning Bank and the Assignee; and (y) the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning Bank, in proportion to the percentage of the assigning Bank’s rights transferred, to the Assignee.

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) the Agent and the Company Borrower (or, following occurrence and during continuance of an Event of Default, the Agent only and not the CompanyBorrower) shall have been given notice of the Assignment and shallshall have given prior written consent to such Assignment, unless the Assignee is already a Bank under this Agreement or an Affiliate thereof, have given prior written consent to such Assignment, which written consent shall not be unreasonably withheld or delayed (provided, that the Company shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to the Agent within five (5) Business Days after having received notice thereof)Agreement, (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 to the Agent for its own account, (iii) the Assignee shall have submitted the Assignment and Assumption Agreement to the Agent with a copy for the CompanyBorrower, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iv) the assigning Bank and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, (x) if requested by the assigning Bank, the Agent and the Borrower shall make appropriate arrangements so that new Notes are issued to the assigning Bank and the Assignee; and (y) the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning Bank, in proportion to the percentage of the assigning Bank’s 's rights transferred, to the Assignee.

Effectiveness of Assignments. An Assignment shall become effective hereunder when all of the following shall have occurred: (i) the Agent and the Company (or, following occurrence and during continuance of an Event of Default, the Agent only and not the Company) shall any consents to such Assignment which may have been given notice of the Assignment and shallrequired as provided in Section 14.17(a) above have been obtained, unless the Assignee is already a Bank Lender under this Agreement or an Affiliate thereof, have given prior written consent to such Assignment, which written consent shall not be unreasonably withheld or delayed (provided, that the Company shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to the Agent within five (5) Business Days after having received notice thereof)Agreement, (ii) either the assigning Bank or the Assignee shall have paid a processing fee of $3,500 to the Agent for its own account, (iii) the Assignee shall have submitted the relevant Assignment and Assumption Agreement Agreement, or other document in which the Assignee shall have agreed in writing, among other things, to have irrevocably assumed and undertaken the transferred portion of the assigning Lender's obligations hereunder (including without limitation the obligations to indemnify the Agent hereunder and to comply with Section 14.29), to the Agent with a copy for the CompanyBorrower, and shall have provided to the Agent information the Agent shall have reasonably requested to make payments to the Assignee, and (iviii) the assigning Bank Lender and the Agent shall have agreed upon a date upon which the Assignment shall become effective. Upon the Assignment becoming effective, the Agent shall forward all payments of interest, principal, fees and other amounts that would have been made to the assigning BankLender, in proportion to the percentage of the assigning Bank’s Lender's rights transferred, to the Assignee."