Assignor Covenants Sample Clauses

Assignor Covenants. The Assignor covenants and represents that: (a) the Assignor has the full right, power and authority to assign the prior Agreement of Purchase and Sale attached hereto as Schedule “C” (the “Agreement of Purchase and Sale”) and the Assignor’s interest in the property; (b) the Agreement of Purchase and Sale attached hereto as Schedule “C” is a full and complete copy thereof and has not been amended, supplemented, terminated or otherwise changed in any way and is in good standing and has not previously been assigned. (c) the Assignor will not amend the Agreement of Purchase and Sale without the Assignee’s prior written consent; (d) after acceptance of this Assignment Agreement until the earlier of termination or completion of the Agreement of Purchase and Sale attached hereto as Schedule “C”, the Assignor will not further assign the Agreement of Purchase and Sale. (e) neither party to the Agreement of Purchase and Sale (Schedule C) has done any act in breach of the said Agreement of Purchase and Sale or committed any omission with respect to the said Agreement of Purchase and Sale.

Assignor Covenants. Assignor covenants and agrees that, until such time as this Assignment is terminated and released by Lender: (a) Assignor shall not, without first obtaining Lender's written consent (which consent may be granted or withheld by Lender in Lender's sole discretion), (i) assign, sell, pledge, hypothecate, or otherwise encumber or transfer (directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise, and whether or not for consideration) any of Assignor's rights under the Interest Rate Cap Agreement, (ii) modify, terminate or waive any of Assignor's rights under the Interest Rate Cap Agreement (except as expressly permitted by the definition of "Interest Rate Cap Agreement" or in Section 4.33 of the Loan Agreement) or (iii) to the extent consent from Assignor is required, consent to any assignment or transfer by the Counterparty of the Interest Rate Cap Agreement. (b) All amounts payable by Counterparty to Assignor under the Interest Rate Cap Agreement shall be (i) paid directly to Lender and (ii) applied upon receipt to amounts then due and payable in accordance with the terms and provisions of the Loan Agreement. (c) Assignor, at Assignor's expense, shall take all actions reasonably requested by Lender to enforce Assignor's rights under the Interest Rate Cap Agreement in the event of a default by the Counterparty thereunder and shall not waive Assignor's right to any payment due thereunder.

Assignor Covenants. Each Assignor covenants and agrees (a) to establish and collect rates and charges for the services and commodities provided by its Electric System sufficient to provide Revenues adequate to meet its obligations under this Agreement and to pay all other amounts payable from, and all lawful charges against or liens upon, the Revenues; (b) to make payments under this Agreement from the Revenues of, and as an operating expense of, its electric system; (c) to make payments under this Agreement whether or not there is an interruption in, interference with, or reduction or suspension of services provided under this Agreement (such payments are not subject to any reduction, whether by offset or otherwise, and regardless of whether any dispute exists); and (d) to operate its electric system and the business in connection therewith in an efficient manner and at reasonable cost and to maintain its electric system in good repair, working order, and condition.

Assignor Covenants. The Assignor shall promptly remit to the Assignee any proceeds received from any accounts receivable related to the Assigned Contracts, regardless of when such proceeds are received or whether such proceeds were obtained as a result of the collections efforts of the Assignee. At the reasonable request of the Assignee, Assignor shall use commercially reasonable efforts to assist in the collection of any and all outstanding accounts receivable.

Assignor Covenants. The Assignor hereby covenants with the Assignee that he has full powers and right to assign the said Property and that it is free of charges and encumbrances.

Assignor Covenants. Assignor covenants and agrees (i) to pay all Fixed Rent and Additional Rent due and payable under the Lease through October 31, 2018, (ii) to continue to pay its debts as they become due; (iii) not to file an Insolvency Proceeding during the two (2) year period immediately after the Effective Date and (iv) to notify Assignee in writing within ten (10) days after the filing of an Insolvency Proceeding, whether voluntary or involuntary.

Assignor Covenants. Assignor hereby covenants with Administrative Agent, for the benefit of Secured Parties, that during the term of this Assignment: (a) Assignor shall not transfer the responsibility for the management of the Property from Manager to any other person or entity other than to a Qualified Manager in accordance with the terms of the Loan Documents; and (b) Assignor shall, in the manner provided for in this Assignment, give notice to Administrative Agent of any notice or information that Assignor receives which indicates that Manager is terminating the Management Agreement or that Manager is otherwise discontinuing its management of the Property.

Assignor Covenants