Acceptance and Assumption Sample Clauses
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Acceptance and Assumption. The Trustee accepts the foregoing conveyance, assignment, transfer and delivery of the Transferred Assets and agrees to assume all liabilities and obligations relating to the Transferred Assets to the extent specifically set forth in the Agreement (the " Assumed Obligations "). TO HAVE AND TO HOLD the Transferred Assets and the Assumed Obligations unto the Trustee, its successors and assigns, FOREVER, for the benefit of the Liquidating Trust. The Assignor hereby constitutes and appoints the Trustee and its successors and assigns as its true and lawful attorneys-in-fact in connection with the transactions contemplated by this instrument, with full power of substitution, in the name and stead of the Assignor but on behalf of and for the benefit of the Trustee and its successors and assigns, to demand and receive any and all of the assets, properties, rights and business hereby conveyed, assigned, and transferred or intended so to be, and to give receipt and releases for and in respect of the same and any part thereof, and from time to time to institute and prosecute, in the name of the Assignor or otherwise, for the benefit of the Trustee or its successors and assigns, proceedings at law, in equity, or otherwise, which the Trustee or its successors or assigns reasonably deem proper in order to collect or reduce to possession or endorse any portion of the Transferred Assets and to do all acts and things in relation to the assets which the Trustee or its successors or assigns reasonably deem desirable. This instrument shall be binding upon and shall inure to the benefit of the respective successors and assigns of the Assignor and the Trustee. This instrument shall be construed and enforced in accordance with the laws of the State of Delaware, without regard to conflict of law.
Acceptance and Assumption. Subject to the terms and conditions of this Agreement, on and as of the Closing on the Closing Date, BUYER shall:
Acceptance and Assumption. In consideration of the foregoing assignment and in further consideration of the execution by Landlord of its consent to the herein described assignment, Assignee hereby accepts the foregoing Assignment and hereby assumes and agrees to be bound by and to perform each and all of the terms, provisions, covenants, conditions and agreements to be performed by Tenant pursuant to the Lease. Assignee specifically agrees and understands that the Lease does make provision, among other things, for the following:
(a) That Tenant's trade name shall be "UWINK MEDIA BISTRO" and shall remain as such unless changed with the authorization and prior approval of Landlord.
(b) That the Lease provides a use clause limiting the use of Tenant shall only use the Premises for the operation of a full service (sit-down) restaurant, including the sale of alcoholic beverages for on-Premises consumption only (provided Tenant complies with applicable laws and regulations, and obtains and maintains in effect the necessary licenses and additional insurance as may be required pursuant to this Lease for the sale and serving of said alcoholic beverages), with categories of food and alcoholic, and non-alcoholic beverage items offered on the menu substantially in the form as attached hereto as Exhibit "E;" and as ancillary thereto, Tenant may offer take-out service for menu items. As incidental thereto Tenant may also sell bottles of wine featured to customers (provided Tenant complies with applicable laws and regulations, and obtains and maintains in effect the necessary licenses and additional insurance as may be required pursuant to this Lease for the sale and serving of said alcoholic beverages). The Premises shall be used solely for the use stated above and for no other use or purpose, and for no other use or purpose.
(c) That the Lease provides for the payment of Minimum Annual Rental, Percentage Rental and Additional Rent charges as set forth in the Lease.
(d) That the Lease expires on January 31, 2016 and does not provide for an option to renew the Term of the Lease.
Acceptance and Assumption. Assignee hereby accepts the foregoing assignment and further hereby assumes and agrees to perform, from and after January 1, 2002, all duties, obligations and responsibilities of the property manager arising under the Agreement.
Acceptance and Assumption. The Assignee hereby accepts the assignment of, assumes all of the Assignor’s obligations under and agrees to perform all obligations set forth in the Intellectual Property Agreements, Permits, Leases, Contracts and Warranties arising from and after the date hereof.
Acceptance and Assumption. Buyer hereby accepts the foregoing Assignment. Seller acknowledges that Buyer does not, except as otherwise specifically provided in the Agreement, assume, directly or indirectly, any liability, obligation, duty or responsibility whatsoever for the payment, discharge or other resolution of any liability, obligation, indebtedness, lien, security interest, encumbrance, claim or other problem, condition or matter required to be performed in connection with the Intangible Property prior to the date of this Assignment.
Acceptance and Assumption. Assignee hereby accepts and agrees to perform all of the terms, covenants and conditions of the Subject Leases required to be performed by Assignee (as successor in interest to Assignor) from and after the date of their Assignment (but not prior thereto, which shall remain Assignor’s obligation and responsibility).
Acceptance and Assumption. Effective as of the date hereof, Assignee hereby (i) accepts the foregoing assignment, transfer and conveyance and (ii) assumes all of Assignor’s rights and obligations under the Purchase Agreement.
Acceptance and Assumption. Assignee hereby accepts the assignment and transfer of the Assigned Interest as provided in Section 1 hereof and agrees to assume all obligations and duties of Assignor with respect to the Assigned Interest from and after the execution and delivery of this Assignment.
Acceptance and Assumption. Subject to the terms and conditions of this Assignment and the PSA, Assignee hereby accepts, and assumes ownership of, the Acquired Membership Interests.