Neither Shareholder nor VIE Entity may assign any of its rights and obligations under this Agreement without the prior written consent of WFOE.

Rights of Insured or Assignees. With the Bank’s written consent, the Insured may assign without consideration the Insured’s interests in the Policy and in this Plan to any person, entity or trust. If the Insured transfers all of the Insured’s interest in the Policy, then all of the Insured’s interest in the Policy and in this Plan shall be vested in the Insured’s transferee, who shall be substituted as a party hereunder, and the Insured shall have no further interest in the Policy or in this Plan.

Limitations on Rights of Assignees. An assignee Lender shall not be entitled to receive any greater payment under Sections 2.09 or 2.100] than the assigning Lender would have been entitled to receive with respect to the interest assigned to such assignee (based on the circumstances existing at the time of the assignment), unless the Borrower’s prior written consent has been obtained therefor.

Representations and Agreements of Assignees. Each Assignee: # confirms that it has received a copy of the Receivables Loan Agreement, together with copies of the most recent financial statements delivered pursuant to [Section 5.02(b)] of the Receivables Loan Agreement and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the assignments and acceptances contemplated by this Section 2; # agrees that it will, independently and without reliance upon the Administrative Agent, any Managing 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 Receivables Loan Agreement; # appoints and authorizes the Administrative Agent and the Person specified on [Schedule II] to the Receivables Loan Agreement as amended by this Amendment as the related Managing Agent, as its Managing Agent, to take such action as agent on its behalf and to exercise such powers under the Receivables Loan Agreement and the other Facility Documents as are delegated to the Administrative Agent and such Managing Agent, respectively, by the terms thereof, together with such powers as are reasonably incidental thereto; # agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Receivables Loan Agreement are required to be performed by it as a Committed Lender, Conduit Lender or Managing Agent, as applicable; # specifies as its address for notices the office set forth beneath its name on [Schedule III] to the Receivables Loan Agreement as amended by this Amendment; and # represents that the assignments and acceptances contemplated by this Section 2 have been duly authorized, executed and delivered by the Assignee pursuant to its corporate or limited liability company powers and constitute the legal, valid and binding obligation of such Assignee.

Subject to the provisions of Sections 9.1 and 9.2 hereof, except as required by operation of law, the Partnership shall not be obligated for any purposes whatsoever to recognize the assignment by any Limited Partner of its Partnership Interest until the Partnership has received notice thereof.

Successors and Assigns. This Amendment shall be binding upon and inure to the benefit of the Borrower and the Lender and their respective successors, legal representatives, and assignees to the extent such assignees are permitted assignees as provided in [Section 10.06] of the Credit Agreement.

verifying that any assignees is not a Disqualified Institution solely by comparing such assignees name against the names on the Disqualified Institution list;

This Agreement shall be binding upon the successors and assignees of each Party. The said successors and assignees shall have the rights and interests hereunder.

Successors and Assigns. This Amendment shall be binding upon and inure to the benefit of the Borrowers, the Administrative Agent and each of the Guarantors and Lenders, and their respective successors, legal representatives, and assignees to the extent such assignees are permitted assignees as provided in [Section 10.06] of the Credit Agreement.

Successors and Assigns. This Amendment shall be binding upon and inure to the benefit of the Borrowers, the Administrative Agent and each of the Guarantors and Lenders, and their respective successors, legal representatives, and assignees to the extent such assignees are permitted assignees as provided in [Section 10.06] of the Credit Agreement.