Assumption of Indebtedness. 9 Section 2.3.
Assumption of Indebtedness. Section 6.1 Assumption and Novation................................7 Section 6.2 Allocation of Consideration............................7
Assumption of Indebtedness. At the Initial Closing, Transferee shall assume and agree to pay and perform all indebtedness and obligations of the TCR Group under all Assumed Loans, and, to the extent permitted by the respective lenders, the TCR Group and its affiliates shall be released from any and all liability for such Assumed Loans. At the Initial Closing, Transferee shall execute and deliver all such documents and instruments (the "ASSUMPTION DOCUMENTS") reasonably required by the holders of the Assumed Loans to evidence such assumption and release in form satisfactory to such holders and the TCR Group, provided that, except as set forth on Schedule 2.2, Transferee shall not be required to accept any loan terms (including, with respect to any bonds, their tax exempt status and low to moderate income tenant requirements) substantially more onerous than those to which the applicable Contributor is subject pursuant to the applicable loan documents. Transferee shall pay fees associated with such assumptions not in excess of those set forth on Schedule 2.2. Except as provided below, in the event that the Transferee is unable for any reason to consummate any such assumption, the Transferee (i) shall cause the Assumed Loan to be paid in full at the Initial Closing and such payment, in lieu of assumption, shall not affect the determination of Net Value under Section 2.1(a) or the Cash Consideration designated under Section 2.4, and (ii) except as provided in the next sentence hereof, Transferee shall be responsible for the payment at the Initial Closing of all amounts due in connection with any such prepayment. If, however, a holder of an Assumed Loan (i) does not allow an assumption of an Assumed Loan for any reason other than due to a failure of the Transferee to cooperate with the holder on a basis consistent with that required pursuant to the second sentence of this Section 2.2, (ii) except as set forth on Schedule 2.2, requires substantially more onerous terms than those to which the Contributor is subject, or (iii) charges an assumption fee in excess of that set forth on Schedule 2.2, then the TCR Group shall be responsible for (x) any excess assumption fee if (iii) applies or (y) any prepayment premium or penalty due in connection with any such prepayment if (i) or (ii) applies. Notwithstanding any other provision herein, other than the buy-down of the interest rate on the Assumed Loan on the Vinings Ridge Property as described in Section 9.1(m), the TCR Group shall not be liable ...
Assumption of Indebtedness. In connection with the contribution and transfer by BreitBurn Energy of interests in the Assets to Operating LP, pursuant to Section 2.1 above, Operating LP hereby assumes and agrees to duly and timely pay, perform and discharge the Indebtedness, to the full extent that the parties thereto have been heretofore or would have been in the future obligated to pay, perform and discharge the Indebtedness were it not for the execution and delivery of this Agreement; provided, however, that said assumption and agreement to duly and timely pay, perform and discharge the Indebtedness shall not (a) increase the obligation of the Operating LP with respect to the Indebtedness beyond that of the parties thereto, (b) waive any valid defense that was available to the parties thereto with respect to the Indebtedness or (c) enlarge any rights or remedies of any third party, if any, under the Indebtedness.
Assumption of Indebtedness. Buyers and Sellers agree that, as a part of the consideration for the transactions contemplated by this Agreement, Buyer 1 shall assume Seller 1’s obligations under the Note Indenture at Closing in accordance with Sections 3.2(h) and 3.3(e).
Assumption of Indebtedness. Evidence of Purchaser's assumption -------------------------- of the Existing Indebtedness in form reasonably satisfactory to Sellers.
Assumption of Indebtedness. As additional consideration, Buyer agrees to assume and pay or settle the indebtedness of Sellers set forth on Schedule 2.2 hereof.
Assumption of Indebtedness. Assuming Borrower hereby unconditionally assumes, covenants, promises and agrees (i) to pay the Note at the time and in the manner as provided therein, (ii) to perform each and all of the covenants, agreements, and obligations set forth in the Security Agreement, as amended, to be performed by First Borrower therein, at the time and in the manner as therein provided, and (iii) to be bound by each and all of the terms, covenants and restrictions of the Note, the Security Agreement, the Credit Agreement and any other security documents or other instruments securing the indebtedness of First Borrower to Lender. First Borrower and Assuming Borrower hereby covenant, represent and warrant to Lender as follows:
Assumption of Indebtedness. Buyer agrees to assume the indebtedness evidenced by those certain promissory notes (the "NOTES") dated October 5, 1995, from Seller to Internationale Nederlanden (U.S.) Capital Corporation ("ING"), New England Mutual Life Insurance Company ("NEW ENGLAND") and EnCap 1989-I Limited Partnership ("ELP") in the aggregate principal amount of $750,000 (the "ASSUMED DEBT"). The Assumed Debt will be assumed by Buyer in accordance with certain documents executed at Closing as hereinafter provided.
Assumption of Indebtedness. Xxxxxxxxx shall not permit the indebtedness secured by this mortgage to be assumed in any manner without the prior written consent of mortgagee (which may be withheld at mortgagee's discretion).
