Common use of Permitted Assignment Clause in Contracts

Permitted Assignment. Each Lender may assign to one or more banks or other entities all or a portion of its rights and obligations under this Agreement, but (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, unless otherwise consented to by the Agent; (ii) the amount of the commitment and outstanding Advances of the assigning Lender being assigned pursuant to each such assignment (determined as of the date of the Assignment and Acceptance with respect to such assignment) shall not be less than $5,000,000 or the total amount of the remaining commitment and outstanding Advances of such Lender, except that an assignment to an existing Lender may be in an amount less than $5,000,000, (iii) each such assignment shall be to an Eligible Assignee, and (iv) 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, together with any Note or Notes subject to such assignment and a processing and recordation fee payable to the Agent of $2,500. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, (A) the assignee thereunder shall be a party hereto and, to the extent that rights and obligations hereunder have been assigned to it pursuant to such Assignment and Acceptance, have the rights and obligations of a Lender hereunder and (B) the Lender assignor thereunder shall, to the extent that rights and obligations hereunder have been assigned by it pursuant to such Assignment and Acceptance, relinquish its rights and be released from its obligations under this Agreement (and, in the case of an Assignment and Acceptance covering all or the remaining portion of an assigning Lender's rights and obligations under this Agreement, such Lender shall cease to be a party hereto).

Permitted Assignment. Each Lender may assign to one or more banks or other entities all or a portion of its rights and obligations under this Agreement, but (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, unless otherwise consented to by the Agent; (ii) the amount of the commitment commitment, if any, and outstanding Advances of the assigning Lender being assigned pursuant to each such assignment (determined as of the date of the Assignment and Acceptance with respect to such assignment) shall not be less than $5,000,000 or the total amount of the remaining commitment commitment, if any, and outstanding Advances of such Lender, except that an assignment to an existing Lender or an Affiliate of a Lender or a Related Fund may be in an amount less than $5,000,000, (iii) each such assignment shall be to an Eligible Assignee, Assignee and (iv) 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, together with any Note or Notes subject to such assignment and a processing and recordation fee payable to the Agent of $2,500. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, (A) the assignee thereunder shall be a party hereto and, to the extent that rights and obligations hereunder have been assigned to it pursuant to such Assignment and Acceptance, have the rights and obligations of a Lender hereunder and (B) the Lender assignor thereunder shall, to the extent that rights and obligations hereunder have been assigned by it pursuant to such Assignment and Acceptance, relinquish its rights and be released from its obligations under this Agreement (and, in the case of an Assignment and Acceptance covering all or the remaining portion of an assigning Lender's rights and obligations under this Agreement, such Lender shall cease to be a party hereto).

Permitted Assignment. Each Lender may assign assign, subject to the Agent's approval (such approval not to be unreasonably withheld or delayed), to one or more banks banks, financial institutions or other entities acceptable to the Arranger all or a portion of its rights and obligations under this Agreement, but (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, unless otherwise consented to by the Agent; (ii) the amount of the commitment commitment, if any, and outstanding Advances of the assigning Lender being assigned pursuant to each such assignment (determined as of the date of the Assignment and Acceptance with respect to such assignment) shall not be less than $5,000,000 or the total amount of the remaining commitment commitment, if any, and outstanding Advances of such Lender, except that an assignment to an existing Lender or an Affiliate of a Lender or a Related Fund may be in an amount less than $5,000,000, (iii) each such assignment shall be to an Eligible Assignee, Assignee and (iv) 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, together with any Note or Notes subject to such assignment and a processing and recordation fee payable to the Agent of $2,5003,500; provided, that unless such assignee is one of the seven institutions previously identified in writing to the Borrower by the Arranger or an Event of Default has occurred and is continuing, such assignee shall be reasonably acceptable to the Borrower (such acceptance not to be unreasonably withheld or delayed). Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, (A) the assignee thereunder shall be a party hereto and, to the extent that rights and obligations hereunder have been assigned to it pursuant to such Assignment and Acceptance, have the rights and obligations of a Lender hereunder and (B) the Lender assignor thereunder shall, to the extent that rights and obligations hereunder have been assigned by it pursuant to such Assignment and Acceptance, relinquish its rights and be released from its obligations under this Agreement (and, in the case of an Assignment and Acceptance covering all or the remaining portion of an assigning Lender's rights and obligations under this Agreement, such Lender shall cease to be a party hereto).

Permitted Assignment. Each Lender Neither Party may assign to one and/or encumber this Agreement or more banks or assets related hereto without the prior written consent of the other entities all or a portion of Party. Notwithstanding the foregoing, (i) Ferring may assign its rights and obligations under this AgreementAgreement without the consent of Newco to any of its respective Affiliates, but (i) each provided that such assignment Affiliate shall be responsible for the performance of a constantthis Agreement by such Affiliate, and not a varying, percentage of all of the assigning Lender's and (ii) either Party may assign its rights and obligations under this Agreement, unless otherwise consented to by Agreement without the Agent; (ii) the amount consent of the commitment and outstanding Advances other Party as incident to the merger, consolidation, arrangement, amalgamation, reorganization or acquisition of stock or assets (either financial assets or intellectual property assets) affecting substantially all of its assets to which this Agreement relates or voting control of the assigning Lender being assigned pursuant Party, provided that that the acquiring party agrees to each be bound by the terms of this Agreement and that such assignment (determined as of the date of the Assignment and Acceptance with respect to such assignment) shall not be less than $5,000,000 or the total amount of the remaining commitment and outstanding Advances of such Lender, except that an assignment to an existing Lender may be in an amount less than $5,000,000, (iii) each such assignment shall be to an Eligible Assignee, and (iv) 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, together with any Note or Notes subject to such assignment and a processing and recordation fee payable to the Agent of $2,500. Upon such execution, delivery, acceptance and recording, from and after the effective date specified in each Assignment and Acceptance, (A) the assignee thereunder shall be a party hereto and, to the extent that rights and obligations hereunder have been assigned to it pursuant to such Assignment and Acceptance, have the rights and obligations of a Lender hereunder and (B) the Lender assignor thereunder shall, to the extent that rights and obligations hereunder have been assigned by it pursuant to such Assignment and Acceptance, relinquish its rights and be released from its obligations under this Agreement (and, in the case of an Assignment and Acceptance covering all or Newco shall be duly authorized in accordance with the remaining portion provisions of the Unanimous Shareholders Agreement. For the avoidance of doubt, in the event of an assignment of this Agreement as permitted by this Section 8.02(ii), the assignment shall only be deemed valid where the assigning Lender's rights Party has ensured that the assignee acquiring party has agreed in writing by means of formal assignment or, where appropriate, by novation to the non-assigning Party that it will be bound by the terms of this Agreement and assume to all obligations under hereunder previously assumed to by the assigning Party. Solely where such unencumbered undertaking has been duly made in favor of the non-assigning Party shall the assigning Party be released from of any of its obligations hereunder. Upon receipt by Ferring from such assignee acquiring party that it has fully undertaken by binding assignment or novation as the case may be to be bound by all the obligations in favour of Ferring and its Affiliates as bind Newco and its Affiliates pursuant to this Agreement, Ferring agrees that Newco shall, upon execution of such Lender undertaking by such assignee acquiring party, be released from all of its obligations hereunder. Notwithstanding the same the assignor shall cease remain liable for all of its payment obligations hereunder up to be a party hereto)the assignment date.