ASSIGNMENT AND ASSUMPTION OF Sample Clauses

ASSIGNMENT AND ASSUMPTION OF. Ground Lease shall have the meaning set forth in Section 2(e)(iii). Assignment and Assumption of Related Contracts shall have the meaning set forth in Section 2(e)(vi).
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ASSIGNMENT AND ASSUMPTION OF. MEMBERSHIP INTERESTS AGREEMENT This Assignment and Assumption of Membership Interests Agreement (this “Assignment”) is effective as of February 28, 2005, by and between GMH Military Housing, LLC, a Delaware limited liability company with offices at 00 Xxxxxx Xxxxxxxxx, Xxxxxxx Xxxxxx, XX 00000 (the “Assignor”), and Xxxx X. Xxxxxxxx, Xx., in his individual capacity (the “Assignee”).
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ASSIGNMENT AND ASSUMPTION OF. SERVICE CONTRACTS, LICENSES AND PERMITS --------------------------------------- THIS ASSIGNMENT AND ASSUMPTION OF SERVICE CONTRACTS, LICENSES AND PERMITS (this "ASSIGNMENT"), made as of the ___ day of _______, ____, by and between WELLSFORD CAPITAL PROPERTIES, L.L.C., having an office at 000 Xxxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 ("ASSIGNOR"),and Windswept Development, LLC, having an office at 00000 Xxxxxxxxxxxx Xxxxxxx, Xxxxx 000, Xxxxxxxxxx Xxxxx, Xxxxxxxx 00000 ("ASSIGNEE"), for and in consideration of the sum of Ten Dollars ($10.00),lawful money of the United States, to it in hand paid, at or before delivery of these presents by Assignee with reference to the following:
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ASSIGNMENT AND ASSUMPTION OF. PURCHASE AND SALE AGREEMENT For good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the undersigned Inland Real Estate Acquisitions, Inc., an Illinois corporation (“Assignor”) hereby assigns to IRESI Frederick Market Square, L.L.C., a Delaware limited liability company (“Assignee”) all of Assignor’s right, title and interest to purchase that property known as Haven at Market Square Apartments, located at 000 Xxxxxxxxx Xxxxx, Xxxxxxxxx, Xxxxxxxx (the “Property”) pursuant to that certain Purchase and Sale Agreement between Assignor, as purchaser, and The Haven at Market Square, LLC, as seller, dated as of July 20, 2015, as amended (the “Purchase Agreement”). By execution hereof by Assignee, Assignee for itself and its successors and assigns hereby accepts the assignment and assumes all of the obligations of Assignor under the Purchase Agreement with respect to the Property. This Assignment and Assumption of Purchase Agreement is effective as of the 30th day of September, 2015. ASSIGNOR: Inland Real Estate Acquisitions, Inc., an Illinois corporation By: /s/ G. Xxxxxx Xxxxxxx Name: G. Xxxxxx Xxxxxxx Its: President
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ASSIGNMENT AND ASSUMPTION OF. SALE AGREEMENT THIS ASSIGNMENT AND ASSUMPTION OF SALE AGREEMENT (this “Assignment”) is dated as of October 11, 2005, between EQUINIX, INC., a Delaware corporation (“Assignor”), and EQUINIX XX XX LLC, a Delaware limited liability company (“Assignee”). Assignor hereby assigns to Assignee all of its right, title and interest in and to that certain Sale Agreement dated as of October 3, 2005 between Assignor, as buyer, and Trizec Realty, LLC, a California limited liability company, as seller (“Seller”) (the “Purchase Agreement”), and Assignee hereby assumes all of Assignor’s obligations under the Purchase Agreement. Assignee hereby indemnifies, releases and holds harmless Assignor from and against any and all costs, claims, actions, obligations and liabilities directly or indirectly relating to or arising under the Purchase Agreement.
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Related to ASSIGNMENT AND ASSUMPTION OF

  • Assignment and Assumption The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee in the amount of $3,500; provided, however, that the Administrative Agent may, in its sole discretion, elect to waive such processing and recordation fee in the case of any assignment. The assignee, if it is not a Lender, shall deliver to the Administrative Agent an Administrative Questionnaire.

  • Assignment and Assumption of Contracts Two (2) counterpart originals of the Assignment and Assumption of Contracts, duly executed by Seller.

  • Assignment and Assumption Agreement The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption Agreement, together with a processing and recordation fee of $3,500, and the assignee, if it is not a Lender, shall deliver to the Administrative Agent an administrative questionnaire provided by the Administrative Agent.

  • Assignment and Assumption of Leases Two (2) counterparts of the Assignment and Assumption of Leases, executed, acknowledged and sealed by Purchaser;

  • Assignment and Assumption of Lease The Assignment and Assumption ---------------------------------- of Lease;

  • FORM OF ASSIGNMENT AND ASSUMPTION This Assignment and Assumption (the “Assignment and Assumption”) is dated as of the Effective Date set forth below and is entered into by and between [Insert name of Assignor] (the “Assignor”) and [Insert name of Assignee] (the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement identified below (as amended, the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full. For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee, and the Assignee hereby irrevocably purchases and assumes from the Assignor, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Administrative Agent as contemplated below (i) all of the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of the Assignor under the respective facilities identified below (including any letters of credit and guarantees included in such facilities) and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assignor (in its capacity as a Lender) against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (i) above (the rights and obligations sold and assigned pursuant to clauses (i) and (ii) above being referred to herein collectively as the “Assigned Interest”). Such sale and assignment is without recourse to the Assignor and, except as expressly provided in this Assignment and Assumption, without representation or warranty by the Assignor.

  • Assignment and Acceptance The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Acceptance, together with a processing and recordation fee of $3,500, and the assignee, if it is not a Lender, shall deliver to the Administrative Agent an Administrative Questionnaire.

  • 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.

  • Payoffs and Assumptions The Seller shall provide to the Purchaser, or its designee, copies of all assumption and payoff statements generated by the Seller on the related Mortgage Loans from the related Cut-off Date to the related Transfer Date.

  • Definitions and Assumptions For purposes of this Agreement: (i) the terms “excess parachute payment” and “parachute payments” shall have the meanings assigned to them in Section 280G of the Code, and such “parachute payments” shall be valued as provided therein; (ii) present value shall be calculated in accordance with Section 280G(d)(4) of the Code; (iii) the term “Base Period Income” means an amount equal to Executive’s “annualized includible compensation for the base period” as defined in Section 280G(d)(1) of the Code; (iv) “Agreement Benefits” shall mean the payments and benefits to be paid or provided pursuant to this Agreement; (v) for purposes of the opinion of the National Advisor, the value of any noncash benefits or any deferred payment or benefit shall be determined by the Company’s independent auditors in accordance with the principles of Sections 280G(d)(3) and (4) of the Code, which determination shall be evidenced in a certificate of such auditors addressed to the Company and Executive; and (vi) Executive shall be deemed to pay federal income tax and employment taxes at the highest marginal rate of federal income and employment taxation, and state and local income taxes at the highest marginal rate of taxation in the state or locality of Executive’s domicile (determined in both cases in the calendar year in which the Date of Termination occurs or the notice described in Section 4.5(b) above is given, whichever is earlier), net of the maximum reduction in federal income taxes that may be obtained from the deduction of such state and local taxes.

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