Assignor-Assignee Allocations Clause Samples

The Assignor-Assignee Allocations clause defines how rights, obligations, and liabilities are distributed between the original party (assignor) and the new party (assignee) when a contract or interest is transferred. Typically, this clause specifies which responsibilities remain with the assignor and which are assumed by the assignee after the assignment, such as ongoing warranties, indemnities, or payment obligations. Its core function is to ensure clarity and prevent disputes by explicitly outlining each party’s continuing or transferred duties following an assignment.
Assignor-Assignee Allocations. Taxable items attributable to a Unit that is assigned during a year shall be allocated between the assignor and assignee of such Unit in accordance with the method selected from time to time by the General Partner.
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Assignor-Assignee Allocations. The Partnership shall allocate items of income, gain, loss, deduction and credit attributable to an interest in the Partnership that is assigned between the assignor and assignee in accordance with the method the Managing General Partner determines is required by the Internal Revenue Code, and if the Managing General Partner determines that more than one method is permitted, then such items shall be allocated in accordance with the method that the Managing General Partner selects.
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Assignor-Assignee Allocations. The Partnership shall allocate taxable items attributable to any interest in the Partnership that is assigned during a year between the assignor and assignee of such interest in accordance with any method that the General Partner chooses and which is permitted by the Code.
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Related to Assignor-Assignee Allocations

  • Teaching Assignments No employee shall be assigned to teach in a grade level and/or subject area not within the scope of his/her teaching certificate, except where a position within his/her certification is unavailable or when mutually agreed to by the affected employee and principal, or when determined necessary by the principal. Employees assigned to positions outside the scope of their certificates shall be assigned as soon as possible to positions for which they hold certification.

  • ADJUSTMENT OF THE DISTRIBUTOR’S ALLOCABLE PORTION AND EACH SUCCESSOR DISTRIBUTOR’S ALLOCABLE PORTION The parties to the Distribution Agreement recognize that, if the terms of any distributor’s contract, any distribution plan, any prospectus, the FINRA Conduct Rules or any other applicable law change so as to disproportionately reduce, in a manner inconsistent with the intent of this Distribution Agreement, the amount of the Distributor’s Allocable Portion or any Successor Distributor’s Allocable Portion had no such change occurred, the definitions of the Distributor’s Allocable Portion and/or the Successor Distributor’s Allocable Portion in respect of the Class C shares relating to a Fund shall be adjusted by agreement among the relevant parties; provided, however, if the Distributor, the Successor Distributor and the Fund cannot agree within thirty (30) days after the date of any such change in applicable laws or in any distributor’s contract, distribution plan, prospectus or the FINRA Conduct Rules, they shall submit the question to arbitration in accordance with the commercial arbitration rules of the American Arbitration Association and the decision reached by the arbitrator shall be final and binding on each of them. The following relates solely to Class 529-C shares. The Distributor’s Allocable Portion of Distribution Fees and CDSCs in respect of Class 529-C shares shall be 100% until such time as the Distributor shall cease to serve as exclusive distributor of Class 529-C shares; thereafter, collections that constitute CDSCs and Distribution Fees relating to Class 529-C shares shall be allocated among the Distributor and any successor distributor (“Successor Distributor”) in accordance with this Schedule. At such time as the Distributor’s Allocable Portion of the Distribution Fees equals zero, the Successor Distributor shall become the Distributor for purposes of this Allocation Schedule. Defined terms used in this Schedule and not otherwise defined herein shall have the meanings assigned to them in the Principal Underwriting Agreement (the “Distribution Agreement”), of which this Schedule is a part. As used herein the following terms shall have the meanings indicated:

  • Rights of Unadmitted Assignees A Person who acquires Units but who is not admitted as a substituted Member pursuant to Section 9.8 hereof shall be entitled only to the Membership Economic Interests with respect to such Units in accordance with this Agreement, and shall not be entitled to the Membership Voting Interest with respect to such Units. In addition, such Person shall have no right to any information or accounting of the affairs of the Company, shall not be entitled to inspect the books or records of the Company, and shall not have any of the rights of a Member under the Act or this Agreement.

  • Each SUBI Separate; Assignees of SUBI Each party hereto acknowledges and agrees (and each holder or pledgee of the Transaction SUBI Certificate, by virtue of its acceptance of such Transaction SUBI Certificate or pledge thereof, acknowledges and agrees) that (a) the Transaction SUBI is a separate series of the Origination Trust as provided in Section 3806(b)(2) of Chapter 38 of Title 12 of the Delaware Code, 12 Del. Code § 3801 et seq., (b)(i) the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to the Transaction SUBI or the Transaction SUBI Portfolio shall be enforceable against the Transaction SUBI Portfolio only and not against any Other SUBI Assets or the UTI Portfolio and (ii) the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to any Other SUBI, any Other SUBI Portfolio, the UTI or the UTI Portfolio shall be enforceable against such Other SUBI Portfolio or the UTI Portfolio only, as applicable, and not against the Transaction SUBI or the Transaction SUBI Portfolio, (c) except to the extent required by law, UTI Assets or SUBI Assets with respect to any Other SUBI shall not be subject to the claims, debts, liabilities, expenses or obligations arising from or with respect to the Transaction SUBI in respect of such claim, (d)(i) no creditor or holder of a claim relating to the Transaction SUBI or the Transaction SUBI Portfolio shall be entitled to maintain any action against or recover any assets allocated to the UTI or the UTI Portfolio or any Other SUBI or the assets allocated thereto, and (ii) no creditor or holder of a claim relating to the UTI, the UTI Portfolio or any Other SUBI or any SUBI Assets other than the Transaction SUBI Portfolio shall be entitled to maintain any action against or recover any assets allocated to the Transaction SUBI, and (e) any purchaser, assignee or pledgee of an interest in the Transaction SUBI or the Transaction SUBI Certificate must, prior to or contemporaneously with the grant of any such assignment, pledge or security interest, (i) give to the Origination Trust a non-petition covenant substantially similar to that set forth in Section 6.9 of the Origination Trust Agreement, and (ii) execute an agreement for the benefit of each holder, assignee or pledgee from time to time of the UTI or UTI Certificate and any Other SUBI or Other SUBI Certificate, to release all claims to the assets of the Origination Trust allocated to the UTI Portfolio and each Other SUBI Portfolio and in the event that such release is not given effect, to fully subordinate all claims it may be deemed to have against the assets of the Origination Trust allocated to the UTI Portfolio and each Other SUBI Portfolio.

  • Room Assignments a. The University assigns roommates without regard to race, color, national origin, age, religion, disability, veterans’ status, sexual orientation, gender identity or expression. b. The University will only assign same genders together. c. The University does not permit registered sex offenders to live in university housing. d. Assignment to a specific building, type of housing, room/apartment capacity, or specific roommate is not guaranteed. e. The University reserves the right to make housing assignments and to require assignment changes when considered advisable or necessary by the University. f. For special accommodations, students with disabilities or other unique needs must make a written request for an accommodation to the Office of Student Accessibility Services. g. If permanent space is not available in University housing, the University may place you in a supplemental space or waiting list until a permanent space is available. Only the person(s) assigned by the University to your room may reside in the room, suite or apartment. h. The University reserves the right to make changes in room assignments for any reason the University determines to be appropriate in its sole and absolute discretion, including without limitation, roommate conflicts, pending disciplinary action, and non-compliance with the University Regulations. Room re- assignments may include but are not limited to, an assignment to a supplemental space or a consolidation of residents, and shall not result in a decrease or an increase in your Contract Rate. i. If your room assignment is changed by the University, and you fail to vacate your current room within twenty-four hours after the University has issued you an authorization or instruction to move, you will be assessed a daily charge equal to three times the daily room charge during the holdover period. j. University will try to match roommates based on student preference profiles. However, the University cannot guarantee the requested preference in the room assignment process. If Student chooses to live with another Student based on a self-selection process, Student preference profiles shall not be considered by the University. k. Students without disabilities may reside in Residence Hall/Apartments rooms which have been specifically designed to accommodate persons with disabilities. In the event a Residence Hall room is needed to accommodate a person with a disability, Student may be required to relocate to alternate University Campus Housing accommodations. In this instance, University shall pay reasonable moving expenses to relocate occupant(s) to alternate accommodations. In this instance, University shall provide no less than fourteen (14) days written notice prior to terminating the existing Contract. l. If permanent space is not available, the UTRGV may place Student in temporary space until permanent space is available. m. Only the person(s) assigned by DHRL to Student’s room may reside in the room. The University reserves the right to make changes in room assignments for such reasons as the University determines to be appropriate in its sole and absolute discretion, including, without limitation, roommate conflicts, pending disciplinary action, non-compliance with University Regulations, and disruptions to the community. n. Single occupancy in double rooms is allowed only on University’s prior approval, which may be withheld in its sole and absolute discretion. Single room occupancy in rooms designated as double occupancy will be charged at specified rates. If the University has a waitlist for Residence Hall bed space, single room contracts may be changed to double room contracts. o. If Student's roommate vacates the double room or if Student’s suitemates all vacate the suite, ▇▇▇▇▇▇▇ agrees to accept another roommate or suitemate as assigned. Student may be asked to move to another room if requested by the University. Failure to move may result in you being charged a single room rate and improper check out fee in addition to disciplinary actions p. Room changes may be made only with the approval of DHRL. Hall, Building and/or room type changes may be made only with approval of DHRL. Students who complete a hall and/or room type change will may be required to sign a new contract. q. University reserves the right to consolidate vacancies and close all or part of Residence Halls/Apartments.