Transfer by the Lender Clause Samples

The 'Transfer by the Lender' clause defines the lender's right to assign or transfer its rights and obligations under the agreement to another party. Typically, this clause outlines the conditions under which such a transfer can occur, such as requiring notice to the borrower or limiting transfers to certain types of entities. Its core practical function is to provide flexibility for the lender to manage its interests, such as selling the loan or restructuring its portfolio, while also clarifying the process to prevent disputes or confusion for the borrower.
Transfer by the Lender. (a) The Lender (the "Existing Lender") may, with the consent of the Borrower, at any time assign or transfer any of its rights and/or obligations under this Agreement to another bank or financial institution (the "New Lender"). (b) The Borrower hereby acknowledges that any New Lender shall assume the rights and/or obligations of the Existing Lender under this Agreement and shall have the right to claim payment from the Borrower with respect to any payment in respect thereof made by the New Lender to the Existing Lender. (c) Nothing in this Agreement restricts the ability of the Existing Lender to sub-contract an obligation if the Existing Lender remains liable under this Agreement for that obligation.
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Transfer by the Lender. (a) Subject to this Clause 26 (Transfers and Changes in Lender), the Lender (the "Transferor Lender") may at any time, with the Borrower’s prior consent or approval, cause: (i) its rights in respect of all or part of its Contribution; or (ii) its obligations in respect of all or part of its Commitment; or (iii) a combination of (i) and (ii); or (iv) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any bank or financial institution or to a trust, fund or other entity, provided such other entity is regularly engaged in, or established for the purpose of, making, purchasing or investing in loans, securities or other financial assets (a "Transferee Lender") by delivering to the Lender a completed certificate in the form set out in Schedule 3 (Transfer Certificate) with any modifications approved or required by the Lender (a "Transfer Certificate") executed by the Transferor Lender and the Transferee Lender. However, any rights and obligations of the Transferor Lender in its capacity as Lender will have to be dealt with separately. (b) The consent of the Borrower to an assignment or transfer referred to in paragraph (a) above, shall only be required in the absence of an Event of Default and must not be unreasonably withheld or delayed. The Borrower will be deemed to have given their consent five Business Days after the Transferor Lender has requested it unless consent is expressly refused by the Borrower within that time.
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Transfer by the Lender. The Lender may assign all or part of its Rights under the Finance Documents with the consent of the Borrower and the Guarantor.
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Transfer by the Lender. The Lender assigns or transfers any of its rights and obligations under the Finance Documents or changes its Facility Office; and
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Transfer by the Lender. At any time following the first Utilisation Date, the Lender may assign or otherwise transfer all or any part of its Rights and/or obligations under the Finance Documents to any Affiliate, Related Fund or, with the prior written consent of the Borrower (which consent shall not be unreasonably withheld or delayed, and which consent shall not be required at any time that a Default or Event of Default is continuing) any other bank, financial institution, participant in the term B loan market or collateralized loan obligation or collateralized debt obligation investment vehicle or other investor.
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Transfer by the Lender. The Lender may assign all or part of its Rights under this Agreement to any assignee, or transfer all of its Rights and Duties under this Agreement to any transferee (and in respect of any such transfer, the Borrower agrees and undertakes to enter into a novation agreement to effect the transfer).
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Related to Transfer by the Lender

  • Performance by the Lender If the Borrower at any time fails to perform or observe any of the foregoing covenants contained in this Article VI or elsewhere herein, and if such failure shall continue for a period of ten calendar days after the Lender gives the Borrower written notice thereof (or in the case of the agreements contained in Sections 6.5, 6.7 and 6.10, immediately upon the occurrence of such failure, without notice or lapse of time), the Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of the Borrower (or, at the Lender's option, in the Lender's name) and may, but need not, take any and all other actions which the Lender may reasonably deem necessary to cure or correct such failure (including, without limitation, the payment of taxes, the satisfaction of security interests, liens or encumbrances, the performance of obligations owed to account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and the Borrower shall thereupon pay to the Lender on demand the amount of all monies expended and all costs and expenses (including reasonable attorneys' fees and legal expenses) incurred by the Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by the Lender, together with interest thereon from the date expended or incurred at the Floating Rate. To facilitate the Lender's performance or observance of such covenants of the Borrower, the Borrower hereby irrevocably appoints the Lender, or the Lender's delegate, acting alone, as the Borrower's attorney in fact (which appointment is coupled with an interest) with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of the Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by the Borrower under this Section 6.11.

  • Notice by the Borrower To request a Borrowing (other than a Swingline Loan), the Borrower shall notify the Administrative Agent of such request by electronic communication (i) in the case of a Term Benchmark Borrowing denominated in Dollars, not later than 12:00 p.m., New York City time, three (3) Business Days before the date of the proposed Borrowing, (ii) in the case of a Term Benchmark Borrowing denominated in a Foreign Currency, not later than 12:00 p.m., New York City time, four (4) Business Days before the date of the proposed Borrowing, (iii) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the date of the proposed Borrowing or (iv) in the case of an RFR Borrowing, not later than 12:00 p.m., New York City time, four (4) Business Days before the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery, telecopy or electronic mail to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Borrower. Notwithstanding the other provisions of this Agreement, in the case of any Revolving Borrowing denominated in Dollars, the Borrower may request that such Borrowing be split into a Dollar Loan in an aggregate principal amount equal to the Pro-Rata Dollar Portion and a Multicurrency Loan in an aggregate amount equal to the Pro-Rata Multicurrency Portion (any such Borrowing, a “Pro-Rata Borrowing”). Except as expressly set forth in this Agreement, a Pro-Rata Borrowing shall be treated as being comprised of two (2) separate Borrowings, a Dollar Borrowing under the Dollar Commitments and a Multicurrency Borrowing under the Multicurrency Commitments.

  • Acceptance by the Transferee The Transferee agrees to comply with all covenants and restrictions applicable to a Holder of the 2012-1 SUBI Certificate and the interest in the 2012-1 SUBI represented thereby, whether set forth in the 2012-1 SUBI Certificate, in the SUBI Trust Agreement or otherwise, and assumes all obligations and liabilities, if any, associated therewith.

  • Resignation by the Agent (a) The Agent may resign from the performance of all its functions and duties under the Agreement and the other Transaction Documents at any time by giving 30 days' prior written notice (as provided in the Agreement) to the Debtors and the Secured Parties. Such resignation shall take effect upon the appointment of a successor Agent pursuant to clauses (b) and (c) below. (b) Upon any such notice of resignation, the Secured Parties, acting by a Majority in Interest, shall appoint a successor Agent hereunder. (c) If a successor Agent shall not have been so appointed within said 30-day period, the Agent shall then appoint a successor Agent who shall serve as Agent until such time, if any, as the Secured Parties appoint a successor Agent as provided above. If a successor Agent has not been appointed within such 30-day period, the Agent may petition any court of competent jurisdiction or may interplead the Debtors and the Secured Parties in a proceeding for the appointment of a successor Agent, and all fees, including, but not limited to, extraordinary fees associated with the filing of interpleader and expenses associated therewith, shall be payable by the Debtors on demand.

  • Mitigation by the Lenders 15.1 Mitigation Each Finance Party shall, in consultation with the Borrowers take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up and Indemnities) or Clause 13 (Increased Costs) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. The above does not in any way limit the obligations of any Security Party under the Finance Documents.