Designated Assignment Sample Clauses

Designated Assignment. For a period from and including the Commencement Date to the Expiration Date (the “Designation Period”), the Company hereby assigns to X. Xxxx all of the Company’s rights to use, hold Crude Oil and Products in, and transport Crude Oil and Products through, the Storage Facilities pursuant to this Agreement, subject to additional terms and conditions of this Section 28. During the Designation Period, the Partnership Parties shall note in their records and account separately for X. Xxxx’x ownership of Crude Oil and Products held in or transported through the Pipelines and Storage Facilities (collectively, the “X. Xxxx Materials”) until such time as X. Xxxx shall notify the Partnership Parties in writing that ownership in such X. Xxxx Materials has been transferred from X. Xxxx to the Company, it being the intention that the Partnership Parties shall not be required to recognize any other transfers of ownership of any X. Xxxx Materials (other than transfers from X. Xxxx to the Company) unless such transfer and recognition are agreed to in writing by the Partnership Parties in their reasonable discretion. The Company shall act as X. Xxxx’x sole agent for all purposes of this Agreement, and the Partnership Parties shall be entitled to follow the Company’s instructions with respect to all X. Xxxx Materials that are transported, stored or handled by the Partnership Parties pursuant to this Agreement unless and until the Partnership Parties are notified by X. Xxxx in writing that the Company is no longer authorized to act as X. Xxxx’x agent, in which case the Partnership Parties shall thereafter follow the instructions of X. Xxxx (or such other agent as X. Xxxx may appoint) with respect to all X. Xxxx Materials that are transported, stored or handled by the Partnership Parties pursuant to this Agreement. All volumes shipped by X. Xxxx will be taken into account in the determination of whether the Company has satisfied its Minimum Throughput Commitment.
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Designated Assignment. For a period from and including the Effective Date to the Expiration Date (the “Designation Period”), Lion hereby assigns to X. Xxxx all of Lion’s rights to use, hold Materials in, and transport Materials through, the Tankage and the Terminal pursuant to this Agreement, subject to additional terms and conditions of this Section 22. During the Designation Period, Logistics shall note in their records and account separately for X. Xxxx’x ownership of Materials held in or transported through the Tankage and the Terminal (collectively, the “X. Xxxx Materials”) until such time as X. Xxxx shall notify Logistics in writing that ownership in such X. Xxxx Materials has been transferred from X. Xxxx to Lion, it being the intention that Logistics shall not be required to recognize any other transfers of ownership of any X. Xxxx Materials (other than transfers from X. Xxxx to Lion) unless such transfer and recognition are agreed to in writing by Logistics in its reasonable discretion. Lion shall act as X. Xxxx’x sole agent for all purposes of this Agreement, and Logistics shall be entitled to follow Lion’s instructions with respect to any X. Xxxx Materials that are transported, stored or handled by Logistics pursuant to this Agreement unless and until Logistics is notified by X. Xxxx in writing that Lion is no longer authorized to act as X. Xxxx’x agent, in which case Logistics’ shall thereafter follow the instructions of X. Xxxx (or such other agent as X. Xxxx may appoint) with respect to all X. Xxxx Materials that are transported, stored or handled by Logistics pursuant to this Agreement. All volumes shipped by X. Xxxx will be taken into account in the determination of whether Lion has satisfied its Minimum Throughput Commitment.
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Designated Assignment. Within twelve (12) months of the Effective Date, LICENSEE may, at LICENSEE’S option, assign the whole of this Agreement to NEWCO with notice as required by Section 10.1.1. However, such Designated Assignment shall be made without requiring the fee as described in Section 10.2.
Sample 1

Related to Designated Assignment

  • Permitted Assignment Subject to the provisions of Section 5.6, the Company shall have the right to assign this contract to its successors or assigns, and all covenants or agreements hereunder shall inure to the benefit of and be enforceable by or against its successors or assigns.

  • Void Assignment Any sale, exchange or other transfer by any Member of any Units or other interests in the Company in contravention of this Agreement shall be void and ineffectual and shall not bind or be recognized by the Company or any other party.

  • Valid Assignment No Receivable has been originated in, or is subject to the laws of, any jurisdiction under which the sale, transfer, assignment and conveyance of such Receivable under this Receivables Purchase Agreement or the Sale and Servicing Agreement or the pledge of such Receivable under the Indenture is unlawful, void or voidable or under which such Receivable would be rendered void or voidable as a result of any such sale, transfer, assignment, conveyance or pledge. The Seller has not entered into any agreement with any account debtor that prohibits, restricts or conditions the assignment of the Receivables.

  • Permitted Assignments Any Lender may, in the ordinary course of its business and in accordance with applicable law, at any time assign to one or more banks or other entities ("PURCHASERS") all or a portion of its rights and obligations under this Agreement (including, without limitation, its Commitment, all Loans owing to it, all of its participation interests in existing Letters of Credit, and its obligation to participate in additional Letters of Credit hereunder) in accordance with the provisions of this SECTION 13.3. Each assignment shall be of a constant, and not a varying, ratable percentage of all of the assigning Lender's rights and obligations under this Agreement. Such assignment shall be effected through an Assignment Agreement substantially in the form of EXHIBIT A hereto and shall not be permitted hereunder unless such assignment is either for all of such Lender's rights and obligations under the Loan Documents or, without the prior written consent of the Agent, involves Loans and Commitments in an aggregate amount of at least $5,000,000. The consent of the Agent and, prior to the occurrence of a Default or Unmatured Default, the Borrower (which consent, in each such case, shall not be unreasonably withheld), shall be required prior to an assignment becoming effective with respect to a Purchaser which is not a Lender or an Affiliate thereof. Notwithstanding the foregoing, any Lender may at any time, without the consent of the Borrower or the Agent, assign all or any portion of its rights under this Agreement and its Notes to a Federal Reserve Bank; PROVIDED, HOWEVER, that no such assignment shall release the transferor Lender from its obligations hereunder.

  • Parties Bound; Assignment This Guaranty shall be binding upon and inure to the benefit of the parties hereto and their respective successors, assigns and legal representatives; provided, however, that Guarantor may not, without the prior written consent of Lender, assign any of its rights, powers, duties or obligations hereunder.

  • Transfer/Assignment (A) Subject to compliance with clause (B) of this Section 8, this Warrant and all rights hereunder are transferable, in whole or in part, upon the books of the Company by the registered holder hereof in person or by duly authorized attorney, and a new warrant shall be made and delivered by the Company, of the same tenor and date as this Warrant but registered in the name of one or more transferees, upon surrender of this Warrant, duly endorsed, to the office or agency of the Company described in Section 3. All expenses (other than stock transfer taxes) and other charges payable in connection with the preparation, execution and delivery of the new warrants pursuant to this Section 8 shall be paid by the Company.

  • Transfer and Assignment Notwithstanding anything to the contrary herein or in the Agreement, Party A may assign or transfer any of its rights or delegate any of its duties hereunder to (i) any affiliate of Party A, whose obligations hereunder and under the Agreement are fully and unconditionally guaranteed by Party A or (ii) any affiliate of Party A with a long-term issuer rating equal to or better than the credit rating of Party A at the time of such assignment or transfer; provided that (A) Party B will neither (x) be required to pay an additional amount in respect of an Indemnifiable Tax under Section 2(d)(i)(4) of the Agreement under the law as of the date of the transfer or assignment, except to the extent that such additional amount was payable to the assignor or transferor immediately before the assignment or transfer, nor (y) receive a payment from which an amount has been deducted or withheld for or on account of any Indemnifiable Tax in respect of which the other party is not required to pay an additional amount, except to the extent that such additional amount was not payable by the assignor or transferor immediately before the assignment or transfer, in either case, as a result of such transfer or assignment and (B) no Event of Default or Potential Event of Default shall (x) have occurred with respect to Party A or (y) occur with respect to either party solely as a result of such transfer and assignment. Notwithstanding any other provision in this Confirmation to the contrary requiring or allowing Party A to purchase, sell, receive or deliver any Shares or other securities to or from Party B, Party A may designate any of its affiliates to purchase, sell, receive or deliver such Shares or other securities and otherwise to perform Party A’s obligations in respect of the Transaction and any such designee may assume such obligations; provided that Party B will neither (x) be required to pay an additional amount in respect of an Indemnifiable Tax under Section 2(d)(i)(4) of the Agreement under the law as of the date of the transfer or assignment, except to the extent that such additional amount was payable by Party B immediately before the designation of the designee, nor (y) receive a payment from which an amount has been deducted or withheld for or on account of any Tax in respect of which Party A or such designee is not required to pay an additional amount, in either case, as a result of such designation, except to the extent that such additional amount was not payable by Party A immediately before the designation of the designee. Party A shall be discharged of its obligations to Party B to the extent of any such performance.

  • Sale and Assignment On the terms and conditions set forth herein, effective on and as of the Assignment Date, the Assignor hereby sells, assigns and transfers to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, all of the right, title and interest of the Assignor in and to, and all of the obligations of the Assignor in respect of, the Assigned Interest. Such sale, assignment and transfer is without recourse and, except as expressly provided in this Agreement, without representation or warranty.

  • Sublease and Assignment Tenant shall have the right without Landlord's consent, to assign this Lease to a corporation with which Tenant may merge or consolidate, to any subsidiary of Tenant, to any corporation under common control with Tenant, or to a purchaser of substantially all of Tenant's assets. Except as set forth above, Tenant shall not sublease all or any part of the Leased Premises, or assign this Lease in whole or in part without Landlord's consent, such consent not to be unreasonably withheld or delayed.

  • Non-Assignment This Agreement shall not be assigned by either party without the written consent of the other party.

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