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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterparty, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 41 contracts
Sources: Credit Agreement (Organogenesis Holdings Inc.), Credit Agreement (Accuray Inc), Credit Agreement (Appian 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.8.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.8.5 [Certain Pledges; Successors and Assigns Generally] (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 11.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 25 contracts
Sources: Credit Agreement and Security Agreement (Paylocity Holding Corp), Credit Agreement (Vertex, Inc.), Credit Agreement (New Jersey Resources 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, 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 Agent, the Collateral Agent, the Issuing Lender, the Swingline Lender and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.04, (ii) by way of participation in accordance with the provisions of paragraph (d) of this Section 10.6(d), 10.04 or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (f) of this Section 10.6(e) (and any other attempted assignment or transfer by Borrower or any party hereto Lender shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lendersother Indemnitees) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 24 contracts
Sources: Credit Agreement (Mattress Firm Holding Corp.), Credit Agreement (Mattress Firm Holding Corp.), Second Amendment and Restatement Agreement (Jacobs Entertainment Inc)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.8.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.8.6 [Certain Pledges; Successors and Assigns Generally] (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 11.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 15 contracts
Sources: Credit Agreement (Advanced Drainage Systems, Inc.), Credit Agreement (Steel Partners Holdings L.P.), Credit Agreement (Sl 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterparty), except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 14 contracts
Sources: Senior Secured Revolving Credit Facility Credit Agreement (EverQuote, Inc.), Credit Agreement (Once Upon a Farm, PBC), Credit Agreement (Once Upon a Farm, PBC)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder (except in connection with the joinder of a Loan Party in accordance with Section 7.12) without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)subsection (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the LendersSecured Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 11 contracts
Sources: Credit Agreement (Duluth Holdings Inc.), Credit Agreement (Jakks Pacific Inc), Credit Agreement (Duluth Holdings Inc.)
Successors and Assigns Generally. The provisions of this Credit Agreement and the other Credit Documents shall be binding upon and inure to the benefit of the parties hereto and thereto and their respective successors and assigns permitted hereby (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Credit Party may assign or otherwise transfer any of its rights or obligations hereunder or thereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph Subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of Subsection (d) of this Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Subsection (f) of this Section 10.6(e) (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 paragraph Subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 8 contracts
Sources: Credit Agreement (Griffin-American Healthcare REIT III, Inc.), Credit Agreement (Griffin-American Healthcare REIT IV, Inc.), Credit Agreement (Griffin-American Healthcare REIT III, Inc.)
Successors and Assigns Generally. The provisions of this Credit Agreement and the other Credit Documents shall be binding upon and inure to the benefit of the parties hereto and thereto and their respective successors and assigns permitted hereby (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the any Borrower nor any other Loan Credit Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)subsection (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(e) (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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.
Appears in 8 contracts
Sources: Credit Agreement (Euronet Worldwide, Inc.), Credit Agreement (Euronet Worldwide, Inc.), Credit Agreement (Fresenius Medical Care AG & Co. KGaA)
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 (which, for purposes including any affiliate of this Section 10.6, shall include the Issuing Lender that issues any Cash Management Bank and Letter of Credit or that causes any Qualified CounterpartyLetter of Credit to be issued), except that neither none of the Borrower nor any Borrowers and the other Loan Party Parties may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d11.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (dSection 11.06(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 7 contracts
Sources: Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the prior written consent of the Administrative Agent and each LenderLender (unless otherwise permitted pursuant to this Agreement), and and, subject to Section 10.07, no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of subsection Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the LendersCredit Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 7 contracts
Sources: Credit Agreement (Lands' End, Inc.), Credit Agreement (Lands' End, Inc.), Credit Agreement (Lands' End, 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other (i) no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent Agent, each L/C Issuer and each Lender, Lender (and any attempted assignment without such consent shall be null and void) and (ii) no Lender may assign or otherwise transfer any of its rights or obligations hereunder hereunder, except (iA) to an assignee in accordance with the provisions of paragraph (bSection 11.06(b) of this Sectionor Section 11.06(i), (iiB) by way of participation in accordance with the provisions of Section 10.6(d11.06(d), or (iiiC) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (dSection 11.06(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agents, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 7 contracts
Sources: Credit Agreement (Element Solutions Inc), Credit Agreement (Element Solutions Inc), Credit Agreement (Element Solutions Inc)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Borrowers nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Bank and no Lender Bank may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.11.2 [Assignments by Banks], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.11.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.11.6 [Certain Pledges; Successors and Assigns Generally] (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 11.11.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the LendersBanks) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 7 contracts
Sources: Credit Agreement (Triumph Group Inc), Credit Agreement (Triumph Group Inc), Credit Agreement (Triumph Group 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Company nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f), or (iv) to an SPC in accordance with the provisions of Section 10.06(h) (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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.
Appears in 6 contracts
Sources: Credit Agreement (Cablevision Systems Corp /Ny), Credit Agreement (Madison Square Garden, Inc.), Amendment Agreement (CSC Holdings Inc)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except except: (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.8.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.8.5 [Certain Pledges; Successors and Assigns Generally] (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 11.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Credit Agreement (Hallador Energy Co), Credit Agreement (Meridian Bioscience Inc), Credit Agreement (Meridian Bioscience Inc)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.8.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)10.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 10.8.6 [Certain Pledges; Successors and Assigns Generally] (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 10.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Revolving Credit Facility (Rti International Metals Inc), Credit Agreement (Under Armour, Inc.), Credit Agreement (Under Armour, 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, 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 LenderLender (except as expressly contemplated by and in accordance with clause (ii) of the first proviso to Section 6.04), and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of paragraph (d) of this Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (f) of this Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Credit Agreement (Frontier Communications Corp), Credit Agreement (Frontier Communications Corp), Credit Agreement (Frontier Communications 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 Paying Agent, the Custodian, the Administrative Agent, each Funding Agent and each Lender, and their respective successors and assigns permitted hereby (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyassigns, except that neither the Borrower nor any other Loan Party may shall not have the right to assign or otherwise transfer any of its rights hereunder or obligations hereunder any interest herein without the prior written consent of the Administrative Agent and each Lender, the Lenders (and any assignment by Borrower in violation of this Section 10.8 shall be null and void) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (bB) of this SectionSection 10.8, (ii) by way of participation in accordance with the provisions of paragraph (D) of this Section 10.6(d)10.8, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (E) of this Section 10.6(e) (and any other attempted assignment or transfer by any party hereto shall be null and void)10.8. 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 (dD) of this Section 10.8 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 6 contracts
Sources: Third Amended and Restated Credit Agreement (Sunnova Energy International Inc.), Second Amended and Restated Credit Agreement (Sunnova Energy International Inc.), Credit Agreement (Sunnova Energy International Inc.)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, 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, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d11.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e11.06(f) (and and, except for any assignment subject to the terms of Section 11.06(j), any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this AgreementAgreement and the other Loan Documents, 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 clause (d) of this Section 11.06 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, each L/C Issuer, each Lender and the Lenderseach Arranger) any legal or equitable right, remedy or claim under or by reason of this AgreementAgreement or the other Loan Documents.
Appears in 5 contracts
Sources: Credit Agreement (MGM Growth Properties Operating Partnership LP), Credit Agreement (Vici Properties Inc.), Credit Agreement (MGM Growth Properties Operating Partnership LP)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the no Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (bSection 11.06(b) of this Section, or (ii) by way of participation in accordance with the provisions of Section 10.6(d), 11.06(d) or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e11.06(f) (and and, except for any assignment subject to the terms of Section 11.06(i), any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this AgreementAgreement and the other Loan Documents, 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 clause (d) of this Section 11.06 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, each L/C Issuer, each Lender and the Lenderseach Arranger) any legal or equitable right, remedy or claim under or by reason of this AgreementAgreement or the other Loan Documents.
Appears in 5 contracts
Sources: Credit Agreement (MGM Resorts International), Credit Agreement (MGM Resorts International), Credit Agreement (MGM Resorts International)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, 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 Agent, the Collateral Agent, the Issuing Lender, the Swingline Lender and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.04, (ii) by way of participation in accordance with the provisions of paragraph (d) of this Section 10.6(d), 10.04 or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (f) of this Section 10.6(e) (and any other attempted assignment or transfer by any party hereto Borrower shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lendersother Indemnitees) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 5 contracts
Sources: Credit Agreement (CSG Systems International Inc), Credit Agreement (CSG Systems International Inc), Credit Agreement (Ducommun Inc /De/)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Company nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f), or (iv) to an SPC in accordance with the provisions of Section 10.06(h) (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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the Lenders and the LendersL/C Issuers) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.
Appears in 5 contracts
Sources: Credit Agreement (Madison Square Garden Entertainment Corp.), Credit Agreement (MSGE Spinco, Inc.), Credit Agreement (Madison Square Garden Entertainment 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Borrowers nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.8.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.8.6 [Certain Pledges; Successors and Assigns Generally] (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 11.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 5 contracts
Sources: Revolving Credit Facility (Finish Line Inc /In/), Revolving Credit Facility Credit Agreement (Finish Line Inc /In/), Credit Agreement (Country Fair Inc)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Seller nor any other Loan Seller-Related Party may assign or otherwise transfer any of its rights or obligations hereunder (including, in each case, by way of an LLC Division) without the prior written consent of the Administrative Agent and each Lender, Purchaser and no Lender Purchaser may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)paragraph (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (e) of this Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the LendersPurchasers) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Receivables Purchase Agreement (Kinetik Holdings Inc.), Receivables Purchase Agreement (Centuri Holdings, Inc.), Receivables Purchase Agreement (Mativ Holdings, Inc.)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the any Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.8.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.8.5 [Certain Pledges; Successors and Assigns Generally] (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 11.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Stoneridge Inc), Credit Agreement (Healthcare Services Group Inc), Credit Agreement (Stoneridge 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the that, other than as expressly contemplated herein, no Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph subsection (b) of this SectionSection 9.04, (ii) by way of participation in accordance with the provisions of subsection (d) of this Section 10.6(d), 9.04 or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(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 paragraph subsection (d) of this Section 9.04 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the Issuing Banks and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Genpact LTD), Credit Agreement (Genpact LTD), Amendment No. 1 (Genpact LTD)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.11.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.11.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.11.5 [Certain Pledges; Successors and Assigns Generally] (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 11.11.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp), Term Loan Credit Agreement (New Jersey Resources 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.9.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.9.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.8.6 [Certain Pledges; Successors and Assigns Generally] (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 11.9.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Credit Agreement (Crocs, Inc.), Credit Agreement (Crocs, Inc.), Credit Agreement (Crocs, Inc.)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Borrower-Related Party may assign or otherwise transfer any of its rights or obligations hereunder (including, in each case, by way of an LLC Division) without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)paragraph (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (e) of this Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 4 contracts
Sources: Receivables Financing Agreement (E.W. SCRIPPS Co), Receivables Financing Agreement (Xperi Inc.), Receivables Financing Agreement (Sabre Corp)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f), or (iv) to an SPC in accordance with the provisions of Section 10.06(h) (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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.
Appears in 4 contracts
Sources: Credit Agreement (AMC Networks Inc.), Credit Agreement (AMC Networks Inc.), Credit Agreement (AMC Networks 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 (which, which for purposes of this Section 10.6, 10.6 shall include any Cash Management Bank and any Qualified CounterpartyService Provider (as provider of Bank Services)), except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)paragraph (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (f) of this Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Alarm.com Holdings, Inc.), Credit Agreement (Alarm.com Holdings, Inc.), Credit Agreement (Alarm.com 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the no Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph clause (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)clause (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of clause (f) of this Section, or (iv) to an SPC in accordance with the provisions of clause (h) of this Section 10.6(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 paragraph clause (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Wiley John & Sons, Inc.), Credit Agreement (Wiley John & Sons, Inc.), Credit Agreement (Wiley John & Sons, 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party Borrowers may not assign or otherwise transfer any of its their rights or obligations hereunder without the prior written consent of the Administrative Agent Agent, the Collateral Agents, the Issuing Bank, the Swingline Lenders and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.04, (ii) by way of participation in accordance with the provisions of paragraph (d) of this Section 10.6(d), 11.04 or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (f) of this Section 10.6(e) (and any other attempted assignment or transfer by Borrower or any party hereto Lender shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lendersother Indemnitees) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Linens N Things Inc), Credit Agreement (Linens N Things Inc), Credit Agreement (LNT Leasing II, LLC)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)subsection (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (e) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Good Times Restaurants Inc.), Credit Agreement (ONE Group Hospitality, Inc.), Credit Agreement (Good Times Restaurants 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Company nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f), or (iv) to an SPC in accordance with the provisions of Section 10.06(h) (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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Madison Square Garden Entertainment Corp.), Credit Agreement (MSG Networks Inc.), Credit Agreement (Madison Square Garden Co)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.11.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.11.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.11.6 [Certain Pledges; Successors and Assigns Generally] (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 11.11.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Revolving Credit Facility (Federated Investors Inc /Pa/), Credit Agreement (Federated Investors Inc /Pa/), Credit Agreement (Federated Investors Inc /Pa/)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except except: (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.8.2 [Assignments by βββββββ], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.8.5 [Certain Pledges; Successors and Assigns Generally] (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 11.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Hallador Energy Co), Credit Agreement (Hallador Energy Co), Credit Agreement (Hallador Energy Co)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Borrowers nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.8.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.8.5 [Certain Pledges; Successors and Assigns Generally] (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 11.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Revolving Credit Agreement (Steel Partners Holdings L.P.), Credit Agreement (Steel Partners Holdings L.P.), Credit Agreement (Om 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the no Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender (except that the Company may effect or enter into transactions not prohibited by Section 7.03) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)subsection (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Stryker Corp), Credit Agreement (Stryker Corp), Credit Agreement (Stryker 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.11.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.11.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.11.6 [Certain Pledges; Successors and Assigns Generally] (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 11.11.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Covance Inc), Credit Agreement (Federated Investors Inc /Pa/), Revolving Credit Facility (Covance Inc)
Successors and Assigns Generally. The provisions of this Credit Agreement and the other Credit Documents shall be binding upon and inure to the benefit of the parties hereto and thereto and their respective successors and assigns permitted hereby (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither of the Borrower Borrowers nor any other Loan Credit Party may assign or otherwise transfer any of its their rights or obligations hereunder or thereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph clause (b) of this SectionSection 11.3, (ii) by way of participation in accordance with the provisions of clause (d) of this Section 10.6(d)11.3, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of clause (e) of this Section 10.6(e) 11.3 (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 paragraph clause (d) of this Section 11.3 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the Issuing Lender and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Speedway Motorsports LLC), Credit Agreement (Speedway Motorsports LLC), Credit Agreement (Speedway Motorsports Inc)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder or under any other of the other Loan Documents without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder or under any of the other Loan Documents except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d11.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (dSection 11.06(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 3 contracts
Sources: Credit Agreement (PTC Therapeutics, Inc.), Credit Agreement (PTC Therapeutics, Inc.), Credit Agreement (Harmony Biosciences Holdings, 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f), or (iv) to an SPC in accordance with the provisions of Section 10.06(h) (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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.
Appears in 2 contracts
Sources: Credit Agreement (AMC Networks Inc.), Credit Agreement (AMC Networks Inc.)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the any Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.8.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)10.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 10.8.6 [Certain Pledges; Successors and Assigns Generally] (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 10.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Revolving Credit Facility (Allegheny Technologies Inc), Credit Agreement (Allegheny Technologies Inc)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the any Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.8.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.8.6 [Certain Pledges; Successors and Assigns Generally] (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 11.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Revolving Credit Facility (Invacare Corp), Revolving Credit Facility (Invacare 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby; provided that, except that in accordance with Section 7.04 or 7.05, neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder or thereunder without the prior written consent of the Administrative Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d11.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Nu Skin Enterprises, Inc.), Credit Agreement (Nu Skin Enterprises Inc)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Borrowers nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 12.8.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)12.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 12.8.5 [Certain Pledges; Successors and Assigns Generally] (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 12.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (DLH Holdings Corp.), Credit Agreement (DLH Holdings 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that that, subject to Section 2.14(d) and 8.04, neither the Company nor a Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of subsection (d) of this Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: 364 Day Credit Agreement (Albemarle Corp), 364 Day Credit Agreement (Albemarle 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d11.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e11.06(f), or (iv) to an SPC in accordance with the provisions of Section 11.06(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Ames True Temper, Inc.), Credit Agreement (Del Monte Foods Co)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder or thereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of CHAR1\935816v6 participation in accordance with the provisions of subsection (d) of this Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the Issuing Bank and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Ruby Tuesday Inc), Revolving Credit Agreement (Ruby Tuesday 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 (which, which for purposes of this Section 10.6, 10.6 shall include any Cash Management Bank and any Qualified CounterpartyServices Provider (as provider of Bank Services)), except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)paragraph (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (f) of this Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Everyday Health, Inc.), Credit Agreement (Everyday Health, Inc.)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that (other than as provided in Section 7.04) neither the Borrower Company nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f) (and and, subject to the last sentence of Section 10.06(b), 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 (dSection 10.06(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Mohawk Industries Inc), Credit Agreement (Mohawk Industries Inc)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Company nor any other Loan Party Borrower may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 12.8.2 [Assignments by Lenders], (ii) by way of participation in accordance with the provisions of Section 10.6(d)12.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 12.8.6 [Certain Pledges; Successors and Assigns Generally] (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 12.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (RPM International Inc/De/), Revolving Credit Facility (RPM International Inc/De/)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder (including, in each case, by way of an LLC Division) without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.8, (ii) by way of participation in accordance with the provisions of paragraph (d) of this Section 10.6(d)11.8, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (e) of this Section 10.6(e) 11.8 (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 11.8 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Peabody Energy Corp), Credit Agreement (Peabody Energy 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, 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 Agent, the Collateral Agent, the Issuing Lender, the Swingline Lender and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.04, (ii) by way of participation in accordance with the provisions of paragraph (d) of this Section 10.6(d), 10.04 or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.04(f) (and any other attempted assignment or transfer by any party hereto the Borrower shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in paragraph (dSection 10.04(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lendersother Indemnitees) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Revolving Credit and Guaranty Agreement (Philadelphia Energy Solutions Inc.), Revolving Credit and Guaranty Agreement (Philadelphia 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 (which, for purposes including any Affiliate of this Section 10.6, shall include the Issuing Bank that issues any Cash Management Bank and any Qualified CounterpartyLetter of Credit), 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 each Lender (and any attempted assignment or transfer by the Administrative Agent Borrower without such consent shall be null and each Lender, void) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) (and any other attempted assignment or transfer by any party hereto shall be null and void)12.04. 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 herebyhereby (including any Affiliate of the Issuing Bank that issues any Letter of Credit), Participants (to the extent provided in paragraph (dSection 12.04(c)) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the Issuing Bank and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (QR Energy, LP), Credit Agreement (QR Energy, 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that that, other than in a transaction permitted under Section 6.04 or 7.02 hereof, neither the Borrower Borrowers nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)subsection (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Western Digital Corp), Credit Agreement (Western Digital Corp)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Company nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f), or (iv) to an SPC in accordance with the provisions of Section 10.06(h) (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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Sphere Entertainment Co.), Credit Agreement (Madison Square Garden Entertainment 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that (other than as provided in Section 7.04) neither the Borrower Company nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d11.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e11.06(f) (and and, subject to the last sentence of Section 11.06(b), 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 (dSection 11.06(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Mohawk Industries Inc), Credit Agreement (Mohawk 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party the Servicer may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender( in the case of the Servicer, except as expressly permitted pursuant to Section 8.02(b)) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d11.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (dSection 11.06(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Nuveen Churchill Private Capital Income Fund), Credit Agreement (Nuveen Churchill Private Capital Income Fund)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f), or (iv) to an SPC in accordance with the provisions of Section 10.06(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Loan Agreement (Akumin Inc.), Credit Agreement (Akumin Inc.)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the any Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Bank and no Lender Bank may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.8.2 [Assignments by Banks], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.8.5 [Certain Pledges; Successors and Assigns Generally] (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 11.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the LendersBanks) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Revolving Credit Facility (Big Lots Inc), Credit Agreement (Big Lots 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any (other Loan Party than as provided in Section 6.04(c)) may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent Agent, each Issuing Bank and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.04, (ii) by way of participation in accordance with the provisions of paragraph (d) of this Section 10.6(d), 10.04 or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (f) of this Section 10.6(e) (and any other attempted assignment or transfer by Borrower or any party hereto Lender shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in paragraph (d) of this Section Section, the Collateral Agent and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lendersother Indemnitees) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Bankrate, Inc.), Revolving Credit Agreement (Bankrate, Inc.)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the no Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.8.2 [Assignments by βββββββ], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.8.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.8.5 [Certain Pledges; Successors and Assigns Generally] (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 11.8.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Armstrong Coal Company, Inc.), Credit Agreement (Armstrong Energy, 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder under any Loan Document (except in connection with a merger under Section 7.04) without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)subsection (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6β10.6, shall include any Cash Management Bank and any Qualified Counterparty, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(dβ10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(eβ10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Moneylion 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterparty), except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.of
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the no Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)subsection (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section, or (iv) to an SPC in accordance with the provisions of subsection (h) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.136 158477613_2174043865_5
Appears in 1 contract
Sources: Amended and Restated Credit Agreement (Stericycle 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterparty, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d), . or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterparty), except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each LenderLender (it being understood and agreed that a merger, consolidation, amalgamation or other similar transaction permitted by this Agreement shall not constitute an assignment by a Loan Party), and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) ), to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.167 #97570842v91
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Company nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder (unless such assignment or transfer is permitted pursuant to Section 7.04) without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d11.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (dSection 11.06(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 175 permitted hereby (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterparty, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Accuray Inc)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Bank and no Lender Bank may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.11.2 [Assignments by Banks], (ii) by way of participation in accordance with the provisions of Section 10.6(d)11.11.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 11.11.6 [Certain Pledges; Successors and Assigns Generally] (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 11.11.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the LendersBanks) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party 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, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 12.05(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d12.05(d), or (iii) by way of pledge or assignment of a [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. security interest subject to the restrictions of Section 10.6(e12.05(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 paragraph (dSection 12.05(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Sunrun Inc.)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party Borrowers may not assign or otherwise transfer any of its their rights or obligations hereunder or thereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of CHAR1\1829960v3 participation in accordance with the provisions of subsection (d) of this Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither none of the Borrower nor Borrowers or any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f), or (iv) to an SPC in accordance with the provisions of Section 10.06(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Rayovac 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 (which, for purposes including any affiliate of this Section 10.6, shall include the Issuing Lender that issues any Cash Management Bank and Letter of Credit or that causes any Qualified CounterpartyLetter of Credit to be issued), except that neither none of the Borrower nor any Borrowers and the other Loan Party Parties may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with 128 the provisions of Section 10.6(d11.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (dSection 11.06(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Leslie's, Inc.)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Borrowers nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Bank and no Lender Bank may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.11.2 [Assignments by Banks], (ii) by way of participation in accordance with the provisions of Section 10.6(d)10.11.4 [Participations], or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) 10.11.6 [Certain Pledges; Successors and Assigns Generally] (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 10.11.4 [Participations] and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the LendersBanks) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Successors and Assigns Generally. The provisions of this Agreement and the other Credit Documents shall be binding upon and inure to the benefit of the parties hereto and thereto and their respective successors and assigns permitted hereby (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the no Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder or thereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of subsection (d) of this Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (e) of this Section 10.6(e) (and any other 129 CHAR1\1550647v12 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 subsection (de) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender (it being understood that transactions permitted under Section 7.05 shall not constitute an assignment or transfer of rights or obligations hereunder) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Sources: Credit Agreement (DineEquity, 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder (except in connection with the joinder of a Loan Party in accordance with Section 7.12) without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)subsection (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the LendersSecured Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.. β
Appears in 1 contract
Sources: Credit Agreement (Ferroglobe PLC)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Company nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (bSection 10.06(b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)10.06(d) , or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f) , or (iv) to an SPC in accordance with the provisions of Section 10.06(h) (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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.
Appears in 1 contract
Sources: Credit Agreement (Madison Square Garden Entertainment 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other no Loan Party (other than as permitted or required under Section 11.24) may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender (and any attempted such assignment or transfer without such consent shall be null and void) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d), 11.06(d) or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes including any Affiliate of this Section 10.6, shall include each Issuing Bank that issues any Cash Management Bank and any Qualified CounterpartyLetter of Credit), except that neither the that:
(i) 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 Agent, each Issuing Bank and each Lender, and ;
(ii) [Reserved]
(iii) no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph clause (b) of this SectionSection 10.04, (ii) by way of participation in accordance with the provisions of clause (d) of this Section 10.6(d), 10.04 or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(eclause (f) (and any of this Section. Any other attempted assignment or transfer by any party hereto Loan Party shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in paragraph clause (d) of this Section Section, any Affiliate of each Issuing Bank that issues a Letter of Credit and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lendersother Indemnitees) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Company nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f), or (iv) to an SPC in accordance with the provisions of Section 10.06(h) (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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.. MSGN β A&R Credit Agreement (2019)
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other that
(i) no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent Agent, the Swingline Lender, each L/C Issuer and each Lender, Lender (and any attempted assignment without such consent shall be null and void) and
(ii) no Lender may assign or otherwise transfer any of its rights or obligations hereunder except hereunder, except
(iA) to an assignee in accordance with the provisions of paragraph Section 11.06(b) or Section 11.06(i),
(b) of this Section, (iiB) by way of participation in accordance with the provisions of Section 10.6(d11.06(d), or or
(iiiC) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (dSection 11.06(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agents, the Swingline Lender, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Azz 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 (which, for purposes including any Affiliate of this Section 10.6, shall include the Issuing Bank that issues any Cash Management Bank and any Qualified CounterpartyLetter of Credit), except that neither the Borrower nor any other Loan Party Borrowers may not assign or otherwise transfer any of its their rights or obligations hereunder without the prior written consent of the Administrative Agent Agent, Issuing Bank and each Lender (other than a Defaulting Lender, ) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 12.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d12.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e12.06(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, Issuing Bank and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes including any Affiliate or branch of this Section 10.6, shall include any Cash Management Bank and L/C Issuer that issues any Qualified CounterpartyLetter of Credit), except that neither other than as expressly provided in Section 8.04(a), 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, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d), 11.06(d) or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (dSection 11.06(d) of this Section and, to the extent expressly contemplated hereby, the Arrangers, the Co-Syndication Agents, the Co-Documentation Agents, the sub-agents of the Administrative Agent and the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Sources: Amendment and Restatement Agreement (Concentrix Corp)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f), or (iv) to an SPC in accordance with the provisions of Section 10.06(h) (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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.. 183
Appears in 1 contract
Sources: Credit Agreement (AMC Networks 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent ) and each Lender, Lender (except in connection with a transaction permitted under Section 7.03 in accordance with the terms thereof) and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)subsection (e) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (g) of this Section 10.6(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 paragraph subsection (de) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except (i) that neither the Borrower Seller nor any other Loan Seller-Related Party may assign or otherwise transfer any of its rights or obligations hereunder (including, in each case, by way of an LLC Division) without the prior written consent of the Administrative Agent and (ii) each Lender, Purchaser and no Lender Purchaser may assign or otherwise transfer any of its rights or obligations hereunder except (ix) to an assignee in accordance with the provisions of paragraph clause (b) of this Sectionbelow, (iiy) by way of participation in accordance with the provisions of Section 10.6(d)clause (b) below, or (iiiz) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(eclause (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 paragraph clause (d) of this Section below and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the LendersPurchasers) any legal or equitable right, remedy or claim under or by reason of this Agreement.. 127256974\V-8
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may not assign or otherwise transfer any of its rights or obligations hereunder or thereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of 4856-8235-6738 v.5 participation in accordance with the provisions of subsection (d) of this Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Sources: March Maturity Credit Agreement (Tennessee Valley Authority)
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterparty, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) , to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e10.06(f), or (iv) to an SPC in accordance with the provisions of Section 10.06(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower Borrowers nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.06(b), (ii) by way of participation in accordance with the provisions 138 of Section 10.6(d11.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e11.06(f), or (iv) to an SPC in accordance with the provisions of Section 11.06(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower nor any other Loan Credit Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)paragraph (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (e) of this Section 10.6(eor (iv) to an SPC in accordance with the provisions of subsection (f) of this Section (and any other attempted assignment or transfer by any party hereto thereto 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 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that that, subject to Section 2.14(d) and 8.04, neither the Company nor a Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of subsection (d) of this Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section 10.6(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 paragraph subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent Agent, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Albemarle 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the Borrower SPV Entity nor any other Loan SPV Entity-Related Party may assign or otherwise transfer any of its rights or obligations hereunder (including, in each case, by way of an LLC Division) without the prior written consent of the Administrative Agent and each Lender, Purchaser and no Lender Purchaser may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)paragraph (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (e) of this Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the LendersPurchasers) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
Sources: Receivables Purchase Agreement (Rackspace Technology, 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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that neither the no Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph clause (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d)clause (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of clause (f) of this Section, or (iv) to an SPC in accordance with the provisions of clause (h) of this Section 10.6(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 paragraph clause (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterpartyhereby, except that that, other than pursuant to Article 13 hereof, neither the Borrower nor any other Loan Party Subsidiary may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee Eligible Assignee in accordance with the provisions of paragraph (b) of this SectionSection 11.5, (ii) by way of participation in accordance with the provisions of paragraph (d) of this Section 10.6(d), 11.5 or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (f) of this Section 10.6(e) 11.5 (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 11.5 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.
Appears in 1 contract
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 (which, for purposes of this Section 10.6, shall include any Cash Management Bank and any Qualified Counterparty), except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each LenderLender (it being understood and agreed that a merger, consolidation, amalgamation or other similar transaction permitted by this Agreement shall not constitute an assignment by a Loan Party), and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) ), to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of Section 10.6(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(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 paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.this
Appears in 1 contract