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This excerpt taken from the CVS 8-K filed Mar 23, 2007. Successors
and
Assigns
(a) The provisions
of the Loan Documents shall
be binding upon and inure to the benefit of the parties hereto and their
respective successors and assigns permitted hereby, except that the Borrower
may
not assign or otherwise transfer any of its rights or obligations hereunder
without the prior written consent of each Lender (and any attempted assignment
or transfer by the Borrower without such consent shall be null and void).
Nothing in the 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 and, to the extent expressly
contemplated hereby, the Related Parties of each Credit Party) any legal or
equitable right, remedy or claim under or by reason of any Loan
Document.
(b) Any Lender
may assign all or a portion of
its rights and obligations under the Loan Documents (including all or a portion
of its Commitment or obligations in respect of its Letter of Credit Exposure
or
Swing Line Exposure and the applicable Loans at the time owing to it), to an
Eligible Assignee, provided
that (i)
except in the case of an assignment to a Lender or an Affiliate of a Lender,
each of the Borrower and the Administrative Agent (and, in the case of
61 an assignment of
all or
any portion of its Commitment or obligations in respect of its Letter of Credit
Exposure or Swing Line Exposure, the Issuing Bank and/or the Swing Line Lender,
as the case may be) must give its prior written consent to such assignment
(which consent shall not be unreasonably withheld or delayed), (ii) except
in
the case of an assignment to a Lender or an Affiliate or an Approved Fund of
a
Lender or an assignment of the entire remaining amount of the assigning Lender’s
Commitment, the amount of the Commitment of the assigning Lender subject to
each
such assignment (determined as of the date the Assignment and Acceptance
Agreement with respect to such assignment is delivered to the Administrative
Agent) shall not be less than $5,000,000, unless the Borrower and the
Administrative Agent otherwise consent (which consent shall not be unreasonably
withheld or delayed) and shall be for a pro rata portion of such Lender’s
Commitment and such Lender’s then outstanding Revolving Credit Loans, (iii) no
assignments to the Borrower or any of its Affiliates shall be permitted (and
any
attempted assignment or transfer to the Borrower or any of its Affiliates shall
be null and void), (iv) the parties to each assignment shall execute and deliver
to the Administrative Agent an Assignment and Acceptance Agreement together
with, unless otherwise agreed by the Administrative Agent, a processing and
recordation fee of $3,500, and (v) the assignee, if it shall not be a Lender,
shall deliver to the Administrative Agent an Administrative Questionnaire,
and
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