Common use of Assignor[s] Clause in Contracts

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit Agreement, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunder, (iii) the financial condition of any Loan Party, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreement, or (iv) the performance or observance by the Guarantor, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreement.

Appears in 5 contracts

Sources: Five Year Credit Agreement (Omnicom Group Inc.), 364 Day Credit Agreement (Omnicom Group Inc.), Credit Agreement (Omnicom Group Inc.)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption Agreement and to consummate the transactions contemplated hereby and (iv) it is [not] a Defaulting LenderBank; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement Loan Documents or any collateral thereunder, (iii) the financial condition of any Loan Partythe Borrowers, any of its their Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreementany Loan Document, or (iv) the performance or observance by the GuarantorBorrowers, any of its their Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreementany Loan Document.

Appears in 5 contracts

Sources: Credit Agreement (Amgen Inc), Credit Agreement (Amgen Inc), Term Loan Facility Credit Agreement (Amgen Inc)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunderLoan Documents, (iii) the financial condition of any Loan Partythe Borrower, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreementany Loan Document, or (iv) the performance or observance by the GuarantorBorrower, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreementany Loan Document.

Appears in 3 contracts

Sources: Credit Agreement (Hub Group, Inc.), Term Loan Credit Agreement (DXC Technology Co), Term Loan Credit Agreement (Hewlett Packard Enterprise Co)

Assignor[s]. [The][EachThe] [Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the the] [the relevant] Assigned Interest, (ii) [the][suchthe] [such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] not a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunderLoan Documents, (iii) the financial condition of any Loan Partythe Borrower, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreement, any Loan Document or (iv) the performance or observance by the GuarantorBorrower, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreementany Loan Document.

Appears in 3 contracts

Sources: Term Loan Agreement (Lam Research Corp), Credit Agreement (Lam Research Corp), Term Loan Agreement (Lam Research Corp)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Credit Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunderDocuments, (iii) the financial condition of any Loan Partythe Borrower, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the any Credit Agreement, Document or (iv) the performance or observance by the GuarantorBorrower, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the any Credit AgreementDocument.

Appears in 2 contracts

Sources: Credit Agreement (Southwest Gas Corp), Revolving Credit Agreement (Southwest Gas Corp)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunderLoan Documents, (iii) the financial condition of any Loan Partythe Borrowers, any of its their Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreementany Loan Document, or (iv) the performance or observance by the GuarantorBorrowers, any of its their Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreementany Loan Document.

Appears in 2 contracts

Sources: Credit Agreement (Sl Green Operating Partnership, L.P.), Credit Agreement (Hub Group, Inc.)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance Lien or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement Loan Documents or any collateral thereunder, (iii) the financial condition of any Loan Partyeither Borrower, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreementany Loan Document, or (iv) the performance or observance by the Guarantoreither Borrower, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreementany Loan Document.

Appears in 2 contracts

Sources: Credit Agreement (Applied Medical Corp), Credit Agreement (Applied Medical Corp)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption Agreement and to consummate the transactions contemplated hereby hereby, and (iv) it is [not] not a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement Loan Documents or any collateral thereunder, (iii) the financial condition of any Loan Partythe Borrower, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreementany Loan Document, or (iv) the performance or observance by the GuarantorBorrower, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreementany Loan Document.

Appears in 1 contract

Sources: Credit Agreement (Applied Industrial Technologies Inc)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption Agreement and to consummate the transactions contemplated hereby hereby, and (iv) it is [not] not a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement Loan Documents or any collateral thereunder, (iii) the financial condition of any Loan Partythe Borrowers, any of its their respective Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreementany Loan Document, or (iv) the performance or observance by the GuarantorBorrowers, any of its their respective Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreementany Loan Document.

Appears in 1 contract

Sources: Credit and Security Agreement (AvidXchange Holdings, Inc.)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] not a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementLoan Agreement or any other Loan Document[16], (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunderLoan Documents, (iii) the financial condition of any Loan Partythe Borrower, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreementany Loan Document, or (iv) the performance or observance by the GuarantorBorrower, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreementany Loan Document.

Appears in 1 contract

Sources: Loan Agreement (Aaon, Inc.)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption Agreement and to consummate the transactions contemplated hereby and (iv) it is [not] not a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement Loan Documents or any collateral thereunder, (iii) the financial condition of any Loan Partythe Borrower, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreementany Loan Document, or (iv) the performance or observance by the GuarantorBorrower, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreementany Loan Document.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Hunt Companies Finance Trust, Inc.)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Credit Documents, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunderDocuments, (iii) the financial condition of any Loan Partythe Borrower, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the any Credit AgreementDocument, or (iv) the performance or observance by the GuarantorBorrowers, any of its their Subsidiaries or Affiliates or any other Person of any of their respective obligations under the any Credit AgreementDocument.

Appears in 1 contract

Sources: Credit Agreement (Starwood Hotel & Resorts Worldwide, Inc)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption Acceptance and to consummate the transactions contemplated hereby and (iv) it is [not] a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Credit Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunderDocuments, (iii) the financial condition of any Loan Partythe Borrower, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the any Credit Agreement, Document or (iv) the performance or observance by the GuarantorBorrower, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the any Credit AgreementDocument.

Appears in 1 contract

Sources: Credit Agreement (HCA Healthcare, Inc.)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lienLien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit Agreement, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunder, (iii) the financial condition of any Loan Partythe Company, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreement, or (iv) the performance or observance by the Guarantorany Borrower, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Jabil Inc)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] not a Defaulting LenderBank; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunderLoan Documents, (iii) the financial condition of any Loan Partythe Borrower, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreementany Loan Document, or (iv) the performance or observance by the GuarantorBorrower, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreementany Loan Document.

Appears in 1 contract

Sources: Term Credit Agreement (Eaton Corp PLC)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit AgreementAgreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunderLoan Documents, (iii) the financial condition of any Loan Partythe Company, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreementany Loan Document, or (iv) the performance or observance by the GuarantorCompany, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreementany Loan Document.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Computer Sciences Corp)

Assignor[s]. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and (iv) it is [not] a Defaulting Lender; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit Agreement, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement Loan Documents or any collateral thereunder, (iii) the financial condition of any Loan Partythe Company, any of its Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreement, or (iv) the performance or observance by the GuarantorCompany, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Cooper Industries PLC)