Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (a) to an Eligible Assignee in accordance with the provisions of Section 9.7, (b) by way of participation in accordance with the provisions of Section 9.7(c), or (c) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of the Administrative Agent and each Lender) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 7 contracts
Sources: Credit Agreement (Nine Energy Service, Inc.), Credit Agreement (Nine Energy Service, Inc.), Credit Agreement (Nine Energy Service, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.7clause (b) of this Section, (bii) by way of participation in accordance with the provisions of clause (d) of this Section 9.7(c), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of clause (e) of this Section 9.7(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in clause (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 7 contracts
Sources: Credit Agreement (Globant S.A.), Credit Agreement (Comstock Resources Inc), Credit Agreement (Globant S.A.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Company nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) 11.06(f), (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 7 contracts
Sources: Credit Agreement (Buckeye Technologies Inc), Credit Agreement (Buckeye Technologies Inc), Credit Agreement (Buckeye Technologies Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the no Borrower may not assign or otherwise transfer any of its rights or obligations hereunder under any Loan Document without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.9(b) below, (bii) by way of participation in accordance with the provisions of Section 9.7(c), 10.9(d) below or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.9(f) below (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.9(d) below and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 7 contracts
Sources: Credit Agreement (Delek Logistics Partners, LP), Credit Agreement (Delek Logistics Partners, LP), Credit Agreement (Delek US Holdings, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Borrowers nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) 10.06 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 7 contracts
Sources: Abl Credit Agreement (Steinway Musical Instruments Holdings, Inc.), Abl Credit Agreement (Steinway Musical Instruments Holdings, Inc.), Abl Credit Agreement (Steinway Musical Instruments Holdings, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Company nor any other Credit Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.7paragraph (b) of this Section, (bii) by way of participation in accordance with the provisions of paragraph (d) of this Section 9.7(c), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (f) of this Section 9.7(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in paragraph (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Credit Agreement (Universal Health Realty Income Trust), Credit Agreement (Universal Health Realty Income Trust), Credit Agreement (Universal Health Realty Income Trust)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the Collateral Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Credit Agreement (SWIFT TRANSPORTATION Co), Credit Agreement (SWIFT TRANSPORTATION Co), Credit Agreement (SWIFT TRANSPORTATION Co)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder under any Loan Document without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.9(b) below, (bii) by way of participation in accordance with the provisions of Section 9.7(c), 10.9(d) below or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.9(f) below (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.9(d) below and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Credit Agreement (Limbach Holdings, Inc.), Credit Agreement (Limbach Holdings, Inc.), Credit Agreement (Limbach Holdings, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Company nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Credit Agreement (Sonic Automotive Inc), Credit Agreement (Sonic Automotive Inc), Credit Agreement (Sonic Automotive Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower no Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the prior written consent Consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of subsection Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each LenderSecured Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Credit Agreement (Destination Maternity Corp), Term Loan Credit Agreement (Destination Maternity Corp), Credit Agreement (Destination Maternity Corp)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the no Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.06(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Specified Acquisition Loan Joinder (Casella Waste Systems Inc), Credit Agreement (Casella Waste Systems Inc), Credit Agreement (Casella Waste Systems Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the neither Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Credit Agreement (Colfax CORP), Credit Agreement (Colfax CORP), Credit Agreement (Colfax CORP)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Credit Agreement (Suburban Propane Partners Lp), Credit Agreement (Suburban Propane Partners Lp), Credit Agreement (Suburban Propane Partners Lp)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Parent Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.07(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.07(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.07(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lender Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Fourth Amended and Restated Revolving Credit Agreement (Gap Inc), Revolving Credit Agreement (Gap Inc), Revolving Credit Agreement (Gap Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Asset Based Revolving Credit Agreement (Container Store Group, Inc.), Transaction Support Agreement (Container Store Group, Inc.), Senior Secured Superpriority Debtor in Possession Asset Based Revolving Credit Agreement (Container Store Group, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Company nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c), 11.06(d) or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e11.06(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 5 contracts
Sources: Debt Agreement (Breitburn Energy Partners LP), Credit Agreement, Credit Agreement (Breitburn Energy Partners LP)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither any Borrower nor any other Loan Party nor the Borrower Parent Guarantor (except as otherwise permitted by this Agreement) may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) (and any other attempted assignment or transfer by any party hereto shall be null and void10.06(e). Nothing in this Agreement, expressed or implied, is intended to confer, shall be construed to confer, or shall confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 5 contracts
Sources: Credit Agreement (Constellium Se), Credit Agreement (Constellium Se), Credit Agreement (Constellium SE)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Company nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 5 contracts
Sources: Credit Agreement (Sonic Automotive Inc), Credit Agreement (Sonic Automotive Inc), Credit Agreement (Sonic Automotive Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights rights, duties, or obligations hereunder under this Agreement, the other Loan Documents or the Intercreditor Agreement without the prior written consent of Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.712.8(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c12.8(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e12.8(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e12.8(d) and, to the extent expressly contemplated hereby, the Related Parties of the each of Administrative Agent and each LenderLenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 5 contracts
Sources: Credit Agreement (Granite Ridge Resources, Inc.), Credit Agreement (Granite Ridge Resources, Inc.), Credit Agreement (Granite Ridge Resources, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower no Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the prior written consent of each the Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.7Assignee, (bii) by way of participation in accordance with the provisions of subsection Section 9.7(c9.06(c), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e9.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (c) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each LenderCredit Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 5 contracts
Sources: Credit Agreement (Citi Trends Inc), Credit Agreement (Citi Trends Inc), Credit Agreement (Citi Trends Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 5 contracts
Sources: Credit Agreement (Royalty Pharma PLC), Credit Agreement (Royalty Pharma PLC), Credit Agreement (Lam Research Corp)
Successors and Assigns Generally. The provisions of this Agreement and the other Loan Documents shall be binding upon and inure to the benefit of the parties hereto and thereto and their respective successors and assigns permitted hereby, except (i) that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder or thereunder without the prior written consent of each the Lender Party or pursuant to a transaction permitted under Section 6.7(aand (ii) and no the Lender may not assign or otherwise transfer any of its rights or obligations hereunder or thereunder except (aA) to an Eligible Assignee assignee in accordance with the provisions of Section 9.79.06(b), (bB) by way of participation in accordance with the provisions of Section 9.7(c), 9.06(c) or (cC) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e9.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e9.06(b) and, to the extent expressly contemplated hereby, the Related Parties of the Administrative Agent and each Lender) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 5 contracts
Sources: Second Amended and Restated Second Lien Credit Agreement (Beneficient), Second Amended and Restated Second Lien Credit Agreement (Beneficient Co Group, L.P.), Credit Agreement (Beneficient Co Group, L.P.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower none of Borrower, any other Loan Party or Parent Guarantor may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of each Lender Party or pursuant Administrative Agent, such consent to a transaction permitted under Section 6.7(a) be granted at Administrative Agent’s sole and no absolute discretion. No Lender may assign assign, sell or otherwise transfer all or any portion of its rights or obligations hereunder except (aA) to an Eligible Assignee assignee in accordance with the provisions of paragraph (ii) of this Section 9.79(e), (bB) by way of participation in accordance with the provisions of paragraph (iv) of this Section 9.7(c9(e), or (cC) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) (and any other attempted assignment or transfer by any party hereto shall be null and void)interest. Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in paragraph (iv) of this Section 9.7(e9(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Atlas Energy Solutions Inc.), Credit Agreement (Atlas Energy Solutions Inc.), Credit Agreement (Atlas Energy Solutions Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (QuidelOrtho Corp), Credit Agreement (Nn Inc), Amendment and Restatement Agreement (Nn Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower no Obligor may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.2, (bii) by way of participation in accordance with the provisions of Section 9.7(c)10.4, or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) 10.6 (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e) 10.4 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Alithya Group Inc), Credit Agreement (Alithya Group Inc), Credit Agreement (SunOpta Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c), 11.06(d) or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Standex International Corp/De/), Credit Agreement (Standex International Corp/De/), Credit Agreement (Saga Communications Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Borrowers nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Ichor Holdings, Ltd.), Credit Agreement (Ichor Holdings, Ltd.), Credit Agreement (Ichor Holdings, Ltd.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) 10.06 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Amendment No. 2 and Reaffirmation of Collateral Documents (Einstein Noah Restaurant Group Inc), Credit Agreement (Einstein Noah Restaurant Group Inc), Credit Agreement (Lehigh Gas Partners LP)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the no Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in clause (d) of this Section 9.7(e) 10.06 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Greif, Inc), Credit Agreement (Greif Inc), Credit Agreement (Greif Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the neither Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights rights, duties, or obligations hereunder under this Agreement or the other Loan Documents without the prior written consent of Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.712.8(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c12.8(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e12.8(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e12.8(d) and, to the extent expressly contemplated hereby, the Related Parties of the each of Administrative Agent and each LenderLenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (W&t Offshore Inc), Credit Agreement (Peak Resources LP), Credit Agreement (Granite Ridge Resources, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) (and any other attempted assignment or transfer by any party hereto shall be null and void10.06(e). Nothing in this Agreement, expressed or implied, is intended to confer, shall be construed to confer, or shall confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Abl Credit Agreement (Constellium Holdco B.V.), Abl Credit Agreement (Constellium Holdco B.V.), Abl Credit Agreement (Noranda Aluminum Holding CORP)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower no Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the prior written consent Consent of the Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of subsection Section 9.7(c10.06(b), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(b) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each LenderCredit Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: First Lien Credit Agreement (Sequential Brands Group, Inc.), First Lien Credit Agreement (Sequential Brands Group, Inc.), First Lien Credit Agreement (Sequential Brands Group, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Kbr, Inc.), Credit Agreement (Kbr, Inc.), Credit Agreement (Kbr, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the no Borrower or other Credit Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Stonemor Partners Lp), Credit Agreement (Stonemor Partners Lp), Credit Agreement (Stonemor Partners Lp)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its their rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.7(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.7(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.7(f), or (iv) to an SPC in accordance with the provisions of Section 10.7(h) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.7(d) and, to the extent expressly contemplated hereby, the Related Parties of the Administrative Agent and each LenderIndemnitees) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (White Mountains Insurance Group LTD), Credit Agreement (Symetra Financial CORP), Credit Agreement (Symetra Financial CORP)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of paragraph (b) of this Section 9.710.6, (bii) by way of participation in accordance with the provisions of paragraph (c) of this Section 9.7(c)10.6, or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (e) of this Section 9.7(e) 10.6 (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in paragraph (d) of this Section 9.7(e) 10.6 and, to the extent expressly contemplated hereby, the Related Parties of the each of Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Greystone Housing Impact Investors LP), Credit Agreement (Greystone Housing Impact Investors LP), Credit Agreement (Greystone Housing Impact Investors LP)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c), or (c) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(d) (and any other attempted assignment or transfer by any party hereto shall be null and void) or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.06(e). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the Issuing Lenders and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Sanmina Corp), Credit Agreement (Sanmina Corp), Credit Agreement (Sanmina Corp)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon upon, and inure to the benefit of of, the parties hereto and their respective successors and assigns permitted hereby, except that the no Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.8.2, (bii) by way of participation in accordance with the provisions of Section 9.7(c)10.8.4, or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) 10.8.6 (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e) 10.8.4 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Revolving Credit Facility Agreement (Cincinnati Financial Corp), Credit Agreement (Cincinnati Financial Corp), Credit Agreement (Cincinnati Financial Corp)
Successors and Assigns Generally. The provisions of this This Agreement shall be binding upon and inure to the benefit of the parties hereto Borrower, the Lenders, the L/C Issuer, the Administrative Agent and their respective successors and assigns permitted herebyassigns, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder under this Agreement without the prior written consent of each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.6(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.6(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.6(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.6(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the Lenders and each Lenderthe L/C Issuer) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Affiliated Managers Group, Inc.), Credit Agreement (Affiliated Managers Group, Inc.), Credit Agreement (Affiliated Managers Group, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower no Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the prior written consent Consent of the Agents and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of subsection Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each LenderCredit Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Sally Beauty Holdings, Inc.), Credit Agreement (Sally Beauty Holdings, Inc.), Credit Agreement (Sally Beauty Holdings, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower no Credit Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.7, 10.07(b) or (bii) by way of participation in accordance with the provisions of Section 9.7(c), or (c) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.07(d) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants (as defined below) to the extent provided in Section 9.7(e10.07(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Blue Capital Reinsurance Holdings Ltd.), Credit Agreement (Montpelier Re Holdings LTD), Credit Agreement (Montpelier Re Holdings LTD)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower Loan Parties may not assign or otherwise transfer any of its their rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.7(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.7(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.7(f), or (iv) to an SPC in accordance with the provisions of Section 10.7(h) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.7(d) and, to the extent expressly contemplated hereby, the Related Parties of the Administrative Agent and each LenderIndemnitees) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (OneBeacon Insurance Group, Ltd.), Credit Agreement (OneBeacon Insurance Group, Ltd.), Credit Agreement (White Mountains Insurance Group LTD)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.79.04(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c), 9.04(d) or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e9.04(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e9.04(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent, the Collateral Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (School Specialty Inc), Credit Agreement (School Specialty Inc), Credit Agreement (School Specialty Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the no Borrower nor any Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Tidewater Inc), Credit Agreement (Tidewater Inc), Credit Agreement (Tidewater Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder under any Loan Document without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.9(b) below, (bii) by way of participation in accordance with the provisions of Section 9.7(c), 10.9(d) below or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.9(e) below (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.9(d) below and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement, Credit Agreement (American Railcar Industries, Inc.), Credit Agreement (American Railcar Industries, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the prior written consent Consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of subsection Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each LenderCredit Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Duckwall Alco Stores Inc), Credit Agreement (Duckwall Alco Stores Inc), Credit Agreement (Duckwall Alco Stores Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the REIT nor the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (American Assets Trust, Inc.), Credit Agreement (American Assets Trust, Inc.), Credit Agreement (American Assets Trust, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the neither Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Dennys Corp), Credit Agreement (Dennys Corp), Credit Agreement (Dennys Corp)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the neither any Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Parexel International Corp), Credit Agreement (Parexel International Corp), Credit Agreement (Parexel International Corp)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the neither Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights rights, duties, or obligations hereunder under this Agreement or the other Loan Documents without the prior written consent of Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.8(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.8(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.8(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e11.8(d) and, to the extent expressly contemplated hereby, the Related Parties of the each of Administrative Agent and each LenderLenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (TSS, Inc.), Credit Agreement (PROS Holdings, Inc.), Credit Agreement (Cryo Cell International Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) 10.06(f), (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Gentiva Health Services Inc), Credit Agreement (Gentiva Health Services Inc), Credit Agreement (Gentiva Health Services Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) 10.06(f), (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Paperweight Development Corp), Credit Agreement (Paperweight Development Corp), Credit Agreement (Appleton Papers Inc/Wi)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its their rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.7(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.7(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.7(f), or (iv) to an SPC in accordance with the provisions of Section 10.7(h) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.7(d) and, to the extent expressly contemplated hereby, the Related Parties of the Administrative Agent and each LenderIndemnitees) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (White Mountains Insurance Group LTD), Credit Agreement (White Mountains Insurance Group LTD), Credit Agreement (White Mountains Insurance Group LTD)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Borrowers nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Exopack Holding Corp), Credit Agreement (TBS International PLC), Credit Agreement (TBS International PLC)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e11.06(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Textainer Group Holdings LTD), Credit Agreement (Textainer Group Holdings LTD), Credit Agreement (Textainer Group Holdings LTD)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower no Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (a) to an Eligible Assignee in accordance with the provisions of Section 9.713.2, (b) by way of participation in accordance with the provisions of Section 9.7(c)Sections 13.5 and 13.6, or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) 13.7 (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e) Sections 13.5 and 13.6 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the Canadian Agent, the Issuing Banks and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Revolving Credit and Security Agreement (Birks Group Inc.), Revolving Credit and Security Agreement (Birks Group Inc.), Revolving Credit and Security Agreement (Birks & Mayors Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto Parties and their respective successors and assigns permitted hereby, except that the no Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender or Issuing Bank may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b) or Section 11.06(f), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(e) (and any other attempted assignment or transfer by any party hereto Party shall be null and void). Nothing Other than as specified in Section 10.08 and Section 11.04, nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties heretoParties, their respective successors and assigns permitted hereby, and Participants to the extent provided in Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of the Administrative Agent and each Lender11.06(d)) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Revolving Credit Agreement (NextEra Energy Partners, LP), Revolving Credit Agreement (NextEra Energy Partners, LP), Revolving Credit Agreement (NextEra Energy Partners, LP)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the no Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.7subsection 11.6(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c), subsection 11.6(d) or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(esubsection 11.6(g) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(esubsection 11.6(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Graphic Packaging Holding Co), Credit Agreement (Graphic Packaging International, LLC), Credit Agreement (Graphic Packaging International, LLC)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Company nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder or under any of the other Loan Documents without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.715.5.2, (bii) to a Participant by way of participation in accordance with the provisions of Section 9.7(c)15.5.4, or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) 15.5.6 (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e) 15.5.4 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Forbearance Agreement (Digerati Technologies, Inc.), Credit Agreement (Digerati Technologies, Inc.), Credit Agreement (Digerati Technologies, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower no Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the prior written consent Consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of subsection Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) 10.06 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each LenderCredit Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Barnes & Noble Inc), Credit Agreement (Barnes & Noble Inc), Credit Agreement (Barnes & Noble Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement...
Appears in 3 contracts
Sources: Credit Agreement (Andeavor Logistics Lp), Credit Agreement (Tesoro Logistics Lp), Credit Agreement (Tesoro Corp /New/)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Lead Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.07(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.07(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.07(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lender Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Revolving Credit Agreement (Rayonier Advanced Materials Inc.), Revolving Credit Agreement (Rayonier Advanced Materials Inc.), Revolving Credit Agreement (Rayonier Advanced Materials Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the no Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in clause (d) of this Section 9.7(e) 10.06 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Greif Inc), Credit Agreement (Greif Inc), Credit Agreement (Greif Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Borrowers nor any other Loan Parties may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agents, each L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Ply Gem Holdings Inc), Credit Agreement (Ply Gem Holdings Inc), Credit Agreement (Ply Gem Holdings Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the no Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Fairpoint Communications Inc), Credit Agreement (Government Properties Income Trust), Credit Agreement (Government Properties Income Trust)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Amendment Agreement (Perella Weinberg Partners), Amendment Agreement (Perella Weinberg Partners)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the neither Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (a) to an Eligible Assignee in accordance with the provisions of Section 9.7, (b) by way of participation in accordance with the provisions of Section 9.7(c), or (c) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of the each Administrative Agent and each Lender) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Nine Energy Service, Inc.), Credit Agreement (Nine Energy Service, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the no Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.7clause (b) of this Section, (bii) by way of participation in accordance with the provisions of clause (d) of this Section 9.7(c), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of clause (f) of this Section 9.7(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in clause (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Monster Worldwide, Inc.), Credit Agreement (Monster Worldwide, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Advanced Emissions Solutions, Inc.), Credit Agreement (Advanced Emissions Solutions, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower no Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the prior written consent Consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.710.04(b), (bii) by way of participation in accordance with the provisions of subsection Section 9.7(c10.04(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.04(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each LenderCredit Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Quiksilver Inc), Credit Agreement (Quiksilver Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the neither any Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights rights, duties, or obligations hereunder under this Agreement or the other Loan Documents without the prior written consent of Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.8(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.8(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.8(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e11.8(d) and, to the extent expressly contemplated hereby, the Related Parties of the each of Administrative Agent and each LenderLenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Maxwell W Keith III), Credit Agreement (Via Renewables, Inc.)
Successors and Assigns Generally. The provisions of this Credit Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.3(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.3(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.3(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Credit Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the Issuing Lender and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Tractor Supply Co /De/), Credit Agreement (Tractor Supply Co /De/)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower Borrowers may not assign or otherwise transfer any of its their rights or obligations hereunder without the prior written consent of Administrative Agent, LC Issuer and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (a) to an Eligible Assignee assignee in accordance with the provisions of Section 9.712.17.1, (b) by way of participation in accordance with the provisions of Section 9.7(c)12.17.3, or (c) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e12.17.5, or (d) to an SPC in accordance with the provisions of Section 12.17.7 (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e) 12.17.3 and, to the extent expressly contemplated hereby, the Related Parties Affiliates of each of the Administrative Agent and each LenderSecured Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Renegy Holdings, Inc.), Credit Agreement (Renegy Holdings, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the neither Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.07(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.07(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.07(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (International Money Express, Inc.), Credit Agreement (International Money Express, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder under any Loan Document without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.711.9(b) below, (bii) by way of participation in accordance with the provisions of Section 9.7(c), 11.9(d) below or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.9(e) below (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e11.9(d) below and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (ATN International, Inc.), Credit Agreement (ATN International, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Company nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) 10.06 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Arris Group Inc), Credit Agreement (Arris Group Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Company nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Aecom), Credit Agreement (Aecom Technology Corp)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that none of any Pledgor, the Borrower nor any other Obligor may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.7(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c), 10.7(d) or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.7(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.7(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit and Guaranty Agreement (OPAL Fuels Inc.), Credit and Guaranty Agreement (OPAL Fuels Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of clause (b) of this Section 9.710.07, (bii) by way of participation in accordance with the provisions of clause (d) of this Section 9.7(c), 10.07 or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of clause (f) of this Section 9.7(e) 10.07 (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, the Participants to the extent provided in Section 9.7(eclause (d) of this Seciton 10.07 and, to the extent expressly contemplated hereby, the Related Parties of the Administrative Agent and each LenderCredit Party) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: 364 Day Bridge Term Loan Agreement (CVS HEALTH Corp), Term Loan Agreement (CVS HEALTH Corp)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower Company may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.7subsection (b) of this Section, (bii) by way of participation in accordance with the provisions of subsection (d) of this Section 9.7(c), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 9.7(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Term Loan Agreement (Thermo Fisher Scientific Inc.), Bridge Credit Agreement (Thermo Fisher Scientific Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c), 10.06(d) or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Cambium Learning Group, Inc.), Credit Agreement (Cambium Learning Group, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of each Lender Party or pursuant to a transaction permitted under Section 6.7(a) all Banks, and no Lender Bank may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.79.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c9.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e9.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e9.06(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agents, the Servicing Agent and each Lenderthe Banks) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Clorox Co /De/), Credit Agreement (Clorox Co /De/)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower Company may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and the Administrative Agent and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.7subsection 9.1B, (bii) by way of participation in accordance with the provisions of Section 9.7(c), subsection 9.1D or (ciii) by way of pledge or assignment of a security interest subject to in accordance with the restrictions provisions of Section 9.7(e) subsection 9.1F (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e) subsection 9.1D and, to the extent expressly contemplated hereby, the Related Parties of the Administrative Agent and each Lenderthe Lenders and any other Indemnitee) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Real Mex Restaurants, Inc.), Credit Agreement (Real Mex Restaurants, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the neither any Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Payment Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agents and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Term Loan Agreement (LSB Industries Inc), Term Loan Agreement (LSB Industries Inc)
Successors and Assigns Generally. The provisions of this This Agreement shall be binding upon and inure to the benefit of the parties hereto Borrower, the Lenders, the Administrative Agent and their respective successors and assigns permitted herebyassigns, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder under this Agreement without the prior written consent of each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.6(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.6(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.6(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.6(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Term Credit Agreement (Affiliated Managers Group, Inc.), Term Credit Agreement (Affiliated Managers Group, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Credit Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Agents and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.6(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.6(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.6(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.6(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agents and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Restructuring Support Agreement (2U, Inc.), Debt and Guaranty Agreement (2U, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the neither Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.06(b), (bii) by way of participation in - 109 - accordance with the provisions of Section 9.7(c10.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement, Credit Agreement (CrossAmerica Partners LP)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon upon, and inure to the benefit of of, the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.79.08(b) below, (bii) by way of participation in accordance with the provisions of Section 9.7(c9.08(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e9.08(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e9.08(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit and Funding Agreement (Olin Corp), Credit and Funding Agreement (Olin Corp)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Credit Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.6(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.6(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.6(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.6(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Second Lien Credit and Guaranty Agreement (Airbnb, Inc.), Second Lien Credit and Guaranty Agreement (Airbnb, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Del Taco Restaurants, Inc.), Credit Agreement (Del Taco Restaurants, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the neither Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (a) to an Eligible Assignee in accordance with the provisions of Section 9.79.7(a), (b) by way of participation in accordance with the provisions of Section 9.7(c), or (c) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e9.7(d) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e9.7(d) and, to the extent expressly contemplated hereby, the Related Parties of the Administrative Agent and each Lender) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Select Energy Services, Inc.), Credit Agreement (Select Energy Services, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.711.06(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c11.06(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e11.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e11.06(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Textainer Group Holdings LTD), Term Loan Agreement (Textainer Group Holdings LTD)
Successors and Assigns Generally. The Subject to Section 8.14, the provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the no Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.79.5(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c9.5(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e9.5(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided permitted in Section 9.7(e9.5(d) and, to the extent expressly contemplated hereby, the Related Parties of the each of Administrative Agent and each LenderLenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Loan Agreement (KBS Real Estate Investment Trust II, Inc.), Loan Agreement (KBS Real Estate Investment Trust III, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower Borrowers nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.7paragraph (b) of this Section, (bii) by way of participation in accordance with the provisions of Section 9.7(c)this Section, or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e14.1(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in paragraph (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Loan and Security Agreement (Tabula Rasa HealthCare, Inc.), Loan and Security Agreement (Tabula Rasa HealthCare, Inc.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower neither Borrowers nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lending Party, and no Lender may assign or otherwise transfer any of its rights or obligations obligation hereunder except except: (ai) to an Eligible Assignee in accordance with the provisions of Section 9.7, 10.06(b); (bii) by way of a participation recorded in a Participant Register in accordance with the provisions of Section 9.7(c10.06(d), ; or (ciii) by way of pledge or assignment of a security interest Lien subject to the restrictions of Section 9.7(e) (10.06(f); and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e10.06(d) and, to the extent expressly contemplated hereby, the Related Parties of the each of Administrative Agent and each Lenderother Lending Party) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Loan and Security Agreement (Live Oak Acquisition Corp), Loan and Security Agreement (Live Oak Acquisition Corp)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower no Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agents and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee in accordance with the provisions of Section 9.7clause (b) below, (bii) by way of participation in accordance with the provisions of Section 9.7(c), clause (d) below or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(eclause (f) below (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(eclause (d) below and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agents, the Collateral Agent, the Arrangers, the Lenders, and each Lenderthe Issuers) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (McDermott International Inc), Superpriority Senior Secured Credit Agreement (McDermott International Inc)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower no Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee any Person in accordance with the provisions of Section 9.7subsection (b) of this Section, (bii) by way of participation in accordance with the provisions of Section 9.7(c)subsection (d) of this Section, or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 9.7(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each LenderLender Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Second Lien Credit Agreement (CardConnect Corp.), Credit Agreement (CardConnect Corp.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of clause (b) of this Section 9.79.04, (bii) by way of participation in accordance with the provisions of clause (d) of this Section 9.7(c)9.04, or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of clause (f) of this Section 9.7(e) 9.04 (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement, Credit Agreement (Cheniere Energy Partners, L.P.)
Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may shall not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.7subsection 11.6(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c), subsection 11.6(d) or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(esubsection 11.6(g) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 9.7(esubsection 11.6(d) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and each Lenderthe Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Graphic Packaging International, LLC), Credit Agreement (International Paper Co /New/)
Successors and Assigns Generally. The provisions of this This Agreement shall be binding upon and inure to the benefit of the parties hereto Borrower, the Lenders, the L/C Issuer, the Administrative Agent and their respective successors and assigns permitted herebyassigns, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder under this Agreement without the prior written consent of each Lender Party or pursuant to a transaction permitted under Section 6.7(a) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (ai) to an Eligible Assignee assignee in accordance with the provisions of Section 9.710.6(b), (bii) by way of participation in accordance with the provisions of Section 9.7(c10.6(d), or (ciii) by way of pledge or assignment of a security interest subject to the restrictions of Section 9.7(e10.6(e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 9.7(e) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the Lenders and each Lenderthe L/C Issuer) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Affiliated Managers Group, Inc.), Credit Agreement (Affiliated Managers Group, Inc.)