Assignor Representation Sample Clauses
The Assignor Representation clause requires the party transferring rights or interests (the assignor) to affirm certain facts or conditions about those rights. Typically, this means the assignor guarantees they have the authority to assign the rights, that the rights are free from undisclosed encumbrances, and that no prior assignments have been made. This clause provides assurance to the receiving party (the assignee) that the rights being transferred are valid and unencumbered, thereby reducing the risk of future disputes or claims against the assigned rights.
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Assignor Representation. Assignor hereby represents and warrants to Assignee that Assignor has all requisite corporate power and authority and have taken all corporate action necessary, in order to execute, deliver and perform its obligations under this Assignment and to consummate the transactions completed hereby. This Assignment is a valid and binding agreement of Seller enforceable against it in accordance with its terms.
Assignor Representation. Assignor is the Landlord under the Lease with full right and title to assign the Lease and the Rent to Assignee as provided herein. The Lease is valid, in full force and effect and has not been modified or amended. So far as is known to Assignor, there is no default by Tenant under the Lease and no Rent has been waived, anticipated, discounted, compromised or released. Assignor is the Tenant under the Prime Lease with full right and title to assign the Tenant's interest under the Prime Lease (subject to Prime Lease Landlord consent) as provided herein. The Prime Lease is valid, in full force and effect, and has not been modified or amended. So far as is known to Assignor, there is no default by Landlord under the Prime Lease.
Assignor Representation. Assignor hereby represents and warrants that as of the date of this Assignment (i) the Purchase Agreement is in full force and effect and (ii) no default exists under the Purchase Agreement which, with the passage of time or the giving of notice or both, could become a default under the Purchase Agreement.