Common use of The Assignee Clause in Contracts

The Assignee. The Assignee represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it is an Eligible Assignee and meets all the requirements to be an assignee under Section 11.6 of the Credit Agreement (subject to such minimum amounts and consents as required under Section 11.6(b)), (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of the Assigned Share, shall have the obligations of a Lender hereunder, (iv) attached to this Assignment and Assumption is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by the Assignee, (v) it is sophisticated with respect to decisions to acquire assets of the type represented by the Assigned Share and either it, or the person exercising discretion in making its decision to acquire the Assigned Share, is experienced in acquiring assets of such type, (vi) confirms that it has received a copy of the Credit Agreement, together with copies of the financial statements most recently required to have been delivered under Sections 6.1(a) and 6.1(b) of the Credit Agreement and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Assignment and Assumption, (vii) agrees that it will, independently and without reliance upon the Administrative Agent, the Assignor or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement, (viii) appoints and authorizes the Administrative Agent to take such actions as Administrative Agent on its behalf under the Credit Agreement and the other Credit Documents, and to exercise such powers and to perform such duties, as are specifically delegated to the Administrative Agent by the terms thereof, together with such other powers and duties as are reasonably incidental thereto, and (ix) agrees that it will perform in accordance with their respective terms all of the obligations that by the terms of the Credit Agreement are required to be performed by it as a Lender.

The Assignee. The Assignee (i) represents and warrants that (i) it has full power and authority, and has taken all action necessary, is legally authorized to execute and deliver enter into this Assignment and Assumption and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, Assumption; (ii) it is an Eligible Assignee and meets all the requirements to be an assignee under Section 11.6 of the Credit Agreement (subject to such minimum amounts and consents as required under Section 11.6(b)), (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of the Assigned Share, shall have the obligations of a Lender hereunder, (iv) attached to this Assignment and Assumption is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by the Assignee, (v) it is sophisticated with respect to decisions to acquire assets of the type represented by the Assigned Share and either it, or the person exercising discretion in making its decision to acquire the Assigned Share, is experienced in acquiring assets of such type, (vi) confirms that it has received a copy of the Credit Agreement, together with copies of the financial statements most recently required delivered pursuant to have been delivered under Sections 6.1(a) and 6.1(b) of the Credit Agreement Section 3.1 thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Assignment and Assumption, ; (viiiii) agrees that it will, independently and without reliance upon the Administrative AgentAssignor, the Assignor Agent or any other Lender, Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement, Agreement or any other instrument or document furnished pursuant hereto or thereto; (viiiiv) appoints and authorizes the Administrative Agent to take such actions action as Administrative Agent agent on its behalf under the Credit Agreement and the other Credit Documents, and to exercise such powers and to perform such duties, discretion under the Agreement or any other instrument or document furnished pursuant hereto or thereto as are specifically delegated to the Administrative Agent by the terms thereof, together with such other powers and duties as are reasonably incidental thereto, ; and (ixv) agrees that it will be bound by the provisions of the Agreement and will perform in accordance with their respective its terms all of the obligations that by the terms of the Credit Agreement are required to be performed by it as a LenderLender including, if it is organized under the laws of a jurisdiction outside the United States, its obligation pursuant to subsection 2.12(b) of the Agreement to deliver the forms prescribed by the Internal Revenue Service of the United States certifying as to the Assignee's exemption from United States withholding taxes with respect to all payments to be made to the Assignee under the Agreement, or such other documents as are necessary to indicate that all such payments are subject to such tax at a rate reduced by an applicable tax treaty.