LENDER OR ANY APPROVED FUND) SHALL BE IN
AN AGGREGATE PRINCIPAL AMOUNT OF LESS $1,000,000, UNLESS OTHERWISE AGREED BY
BORROWER AND THE AGENT (PROVIDED THAT FOR PURPOSES OF THE PROCESSING FEE AND
MINIMUM ASSIGNMENT AMOUNT ONLY, ANY TWO OR MORE FUNDS THAT CONCURRENTLY INVEST
IN LOANS AND ARE MANAGED BY THE SAME INVESTMENT ADVISOR, OR INVESTMENT ADVISORS
THAT ARE AFFILIATES OF ONE ANOTHER, SHALL BE TREATED AS A SINGLE ASSIGNEE).
ANY
SUCH ASSIGNMENT SHALL BE MADE AS AN ASSIGNMENT OF A PROPORTIONATE PART OF ALL OF
THE ASSIGNOR'S RIGHTS AND OBLIGATIONS UNDER THIS AGREEMENT WITH RESPECT TO THE
LOAN SO ASSIGNED.
UPON SUCH EXECUTION, DELIVERY, ACCEPTANCE AND RECORDING (AND
IF REQUESTED BY THE AGENT, UPON DELIVERY TO THE AGENT OF AN ADMINISTRATIVE
QUESTIONNAIRE IN THE FORM PROVIDED BY THE AGENT), FROM AND AFTER THE EFFECTIVE
DATE DETERMINED PURSUANT TO SUCH ASSIGNMENT AND ACCEPTANCE, (X) THE ASSIGNEE
THEREUNDER SHALL BE A PARTY HERETO AND, TO THE EXTENT PROVIDED IN SUCH
ASSIGNMENT AND ACCEPTANCE, HAVE THE RIGHTS AND OBLIGATIONS OF A LENDER HEREUNDER
WITH LOANS AS SET FORTH THEREIN, AND (Y) THE ASSIGNOR THEREUNDER SHALL, TO THE
EXTENT PROVIDED IN SUCH ASSIGNMENT AND ACCEPTANCE, BE RELEASED FROM ITS
OBLIGATIONS UNDER THIS AGREEMENT (AND, IN THE CASE OF AN ASSIGNMENT AND
ACCEPTANCE COVERING ALL OF AN ASSIGNOR'S RIGHTS AND OBLIGATIONS UNDER THIS
AGREEMENT, SUCH ASSIGNOR SHALL CEASE TO BE A PARTY HERETO).
(D)
ANY ASSIGNMENT OF ANY LOAN, WHETHER OR NOT
EVIDENCED BY A NOTE, SHALL BE EFFECTIVE ONLY UPON APPROPRIATE ENTRIES WITH
RESPECT THERETO BEING MADE IN THE REGISTER (AND EACH NOTE SHALL EXPRESSLY SO
PROVIDE).
ANY ASSIGNMENT OR TRANSFER OF ALL OR PART OF A LOAN EVIDENCED BY A
NOTE SHALL BE REGISTERED ON THE REGISTER ONLY UPON SURRENDER FOR REGISTRATION OF
ASSIGNMENT OR TRANSFER OF THE NOTE EVIDENCING SUCH LOAN, ACCOMPANIED BY A DULY
EXECUTED ASSIGNMENT AND ACCEPTANCE; THEREUPON ONE OR MORE NEW NOTES IN THE SAME
AGGREGATE PRINCIPAL AMOUNT SHALL, TO THE EXTENT REQUESTED BY THE DESIGNATED
ASSIGNEE, BE ISSUED TO THE DESIGNATED ASSIGNEE, AND THE OLD NOTES SHALL BE
RETURNED BY THE AGENT TO BORROWER MARKED "CANCELED."
(E)
UPON ITS RECEIPT OF AN ASSIGNMENT AND
ACCEPTANCE EXECUTED BY AN ASSIGNOR AND AN ASSIGNEE THE AGENT SHALL (I) PROMPTLY
ACCEPT SUCH ASSIGNMENT AND ACCEPTANCE AND (II) ON THE EFFECTIVE DATE DETERMINED
PURSUANT THERETO RECORD THE INFORMATION CONTAINED THEREIN IN THE REGISTER AND
GIVE NOTICE OF SUCH ACCEPTANCE AND RECORDATION TO BORROWER.
ON OR PRIOR TO SUCH
EFFECTIVE DATE, BORROWER, AT ITS OWN EXPENSE, UPON REQUEST, SHALL EXECUTE AND
DELIVER TO THE AGENT (IN EXCHANGE FOR ANY NOTE OF THE ASSIGNING LENDER) A NEW
NOTE OR NOTES TO SUCH ASSIGNEE OR ITS REGISTERED ASSIGNS IN AN AMOUNT EQUAL TO
THE SHARE OF OUTSTANDING LOANS ASSUMED OR ACQUIRED BY IT PURSUANT TO SUCH
ASSIGNMENT AND ACCEPTANCE AND, IF THE ASSIGNOR HAS RETAINED ANY PORTION OF THE
OUTSTANDING LOANS UPON REQUEST, A NEW NOTE OR NOTES TO THE ASSIGNOR OR ITS
REGISTERED ASSIGNS IN AN AMOUNT EQUAL TO SUCH PORTION OF OUTSTANDING