PAA » Topics » Eligible Assignee

This excerpt taken from the PAA 10-Q filed Nov 7, 2005.
Eligible Assignee” means (a) a Lender, and (b) any other Person (other than a natural person), including Affiliates of Lenders and Approved Funds, approved by (i) the Administrative Agent (and, as to the Canadian Commitment, Canadian Administrative Agent), the LC Issuers and the Swing Line Lender, and (ii) unless an Event of Default is continuing, US Borrower (each such approval not to be unreasonably withheld or delayed); provided, that notwithstanding the foregoing, “Eligible Assignee” shall not include a Borrower or any of such Borrower’s Affiliates or Subsidiaries or, unless an Event of Default is continuing, any Person who, at the relevant time of determination, is a Defaulting Lender or an Affiliate of a Defaulting Lender; provided further, an Eligible Assignee of any Lender shall include only those Persons which, through their respective Lending Offices, are capable of lending Dollars to US Borrower without the imposition of any withholding taxes on interest or principal owed to such Persons, and Loans by such Eligible Assignee shall be made through such Lending Office (and, if such Lender’s US Commitment may be allocated in whole or in part to the Canadian Allocated Total Commitment, only those Persons which, through their respective Lending Offices, are capable of lending Canadian Dollars to either Canadian Borrower without the imposition of any withholding taxes on interest or principal owed to such Persons, and Canadian Loans by such Persons shall be made through such Lending Offices).

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