Notice and Acknowledgment of Assignment Sample Clauses

Notice and Acknowledgment of Assignment. (a) The Manager hereby gives notice of the Assignment to the Service Provider.
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Notice and Acknowledgment of Assignment. (a) The Borrower hereby gives notice of the Assignment to the Shipbuilder.
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Notice and Acknowledgment of Assignment. (a) The Borrower hereby gives notice of the Assignment to the Refund Guarantor.
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Notice and Acknowledgment of Assignment. The Sponsor and the Seller hereby consent to, and hereby confirm and agree that the Depositor may assign its rights, title and interest in (but not its obligations under) this Agreement to the Issuer pursuant to the Depositor Transfer Agreement; and the Sponsor and the Seller by their signatures below agree to, and acknowledge, that such assignment has been made. The parties hereto acknowledge that the Issuer and the Trustee are express third party beneficiaries hereof entitled to enforce the provisions hereof as if they were actually parties hereto, including, without limitation, the provisions of Section 5 hereof. The Depositor hereby gives notice to the Seller and the Sponsor that the Depositor has sold, pursuant to the Depositor Transfer Agreement, to the Issuer all of the Depositor's right, title and interest in and to the Collateral Securities and this Agreement, and that the Issuer has pledged, pursuant to the Indenture, to the Trustee all of the Issuer's right, title and interest in and to the Collateral Securities and this Agreement. The Sponsor and the Seller hereby acknowledge that upon receipt of this notice, (i) the Seller has directed that all payments under or arising from the Collateral Securities on and after August 1, 2002, should be made to the Collection Account or, if otherwise specified by written notice from the Trustee from time to time, to the Trustee or to its order, (ii) all remedies provided for in this Agreement or available at law or in equity are exercisable by the Trustee, (iii) all rights to compel performance by the Sponsor or the Seller are exercisable by the Trustee and (iv) all rights, interests and benefits whatsoever accruing to or for the benefit of the Depositor arising from the this Agreement belong to the Trustee. By its execution of this Agreement, the Sponsor and the Seller hereby acknowledge receipt of this notice and confirm that it has not received notice of any previous assignments or charges of or over any of the rights, interests and benefits referred to in the foregoing notice. The Sponsor and the Seller further confirm that no amendment, waiver, release or termination of any such rights, interests and benefits shall be effective without the prior written consent of the Trustee.
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Notice and Acknowledgment of Assignment execute where indicated 18. W-9 – complete and execute
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Notice and Acknowledgment of Assignment. The Lender shall have received a Notice and Acknowledgment of Assignment executed by the Company and Global Payment Technologies Holdings (Proprietary) Limited, Global Payment Technologies Australia Pty. Ltd., and Global Payment Technologies (Europe) Limited.
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Notice and Acknowledgment of Assignment. In the event that the average aggregate outstanding accounts receivable of the Company owing by any Affiliate organized under any jurisdiction other than the laws of any state or territory of the United States is greater than (x) $200,000, in any consecutive 90 day period, with respect to any one such Affiliate, or $200,000, in the aggregate, in any consecutive 90 day period, with respect to all such Affiliates (excluding Affiliates which have previously executed and delivered a Notice and Acknowledgment of Assignment), then within 30 Business Days of the last day of such period, deliver to the Lender a Notice and Acknowledgment of Assignment executed by the Company and such Affiliate(s), and (y) $500,000 in any consecutive 90 day period, within 30 Business Days of the last day of such period deliver to the Lender an opinion of counsel as to the due execution and delivery of the Notice and Acknowledgment of Assignment executed by such Affiliate.
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Notice and Acknowledgment of Assignment. As of the date of this Agreement, the Borrower shall execute and deliver, and cause Boston Scientific to execute and deliver, a Notice and Acknowledgment of Assignment (the “Notice and Acknowledgment of Assignment”) in form and substance satisfactory to the Lender.
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Related to Notice and Acknowledgment of Assignment

  • Consent and Acknowledgment of Remaining Party Remaining Party hereby consents to the assignment and delegation by Assignor to Assignee of all the rights, duties, and obligations of Assignor under the Assigned Transaction pursuant to this Assignment Agreement.

  • Acceptance and Acknowledgment By accepting this Agreement, the Participant:

  • Reaffirmations and Acknowledgments Each Guarantor consents to the execution and delivery by the Borrower of this Amendment and jointly and severally ratifies and confirms the terms of its Guaranty with respect to the Debt now or hereafter outstanding under the Credit Agreement as amended hereby and all promissory notes issued thereunder. Each Guarantor acknowledges that, notwithstanding anything to the contrary contained herein or in any other document evidencing any Debt of the Borrower to the Lenders or any other obligation of the Borrower, or any actions now or hereafter taken by the Lenders with respect to any obligation of the Borrower, its Guaranty (i) is and shall continue to be a primary obligation of such Guarantor, (ii) is and shall continue to be an absolute, unconditional, joint and several, continuing and irrevocable guaranty of payment, and (iii) is and shall continue to be in full force and effect in accordance with its terms. Nothing contained herein to the contrary shall release, discharge, modify, change or affect the original liability of the Guarantors under the Guaranties.

  • Waivers and Acknowledgments (a) The Guarantor hereby unconditionally and irrevocably waives promptness, diligence, notice of acceptance, presentment, demand for performance, notice of nonperformance, default, acceleration, protest or dishonor and any other notice with respect to any of the Guaranteed Obligations and this Guaranty and any requirement that the Trustee, on behalf of the Noteholders, protect, secure, perfect or insure any Lien or any property subject thereto or exhaust any right or take any action against the Issuer or any other Person.

  • Additional Agreements and Acknowledgements of the Purchaser (a) Transfer Restrictions The Purchaser agrees that it shall not Transfer (as defined below) any Class B Shares or any Private Placement Warrants (including the securities issuable upon exercise of the Private Placement Warrants) except as may be permitted by the Insider Letter Agreement or any other written agreement subjecting such Securities to any Transfer restrictions (including any Transfer restrictions agreed to as part of a Change in Investment as contemplated by Section 1(e) above). As used in this Agreement, “

  • Director’s Representation and Acknowledgment The Director represents to the Company that his execution and performance of this Agreement shall not be in violation of any agreement or obligation (whether or not written) that he may have with or to any person or entity, including without limitation, any prior or current employer. The Director hereby acknowledges and agrees that this Agreement (and any other agreement or obligation referred to herein) shall be an obligation solely of the Company, and the Director shall have no recourse whatsoever against any stockholder of the Company or any of their respective affiliates with regard to this Agreement.

  • Representations and Acknowledgements (a) The Executive hereby represents that he is not subject to any restriction of any nature whatsoever on his ability to enter into this Agreement or to perform his duties and responsibilities hereunder, including, but not limited to, any covenant not to compete with any former employer, any covenant not to disclose or use any non-public information acquired during the course of any former employment or any covenant not to solicit any customer of any former employer.

  • Acknowledgment Regarding Investor’s Status The Company acknowledges and agrees that the Investor is acting solely in the capacity of arm’s length purchaser with respect to the Transaction Documents and the transactions contemplated hereby and thereby. The Company further acknowledges that the Investor is not acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to the Transaction Documents and the transactions contemplated hereby and thereby and any advice given by the Investor or any of its representatives or agents in connection with the Transaction Documents and the transactions contemplated hereby and thereby is merely incidental to the Investor’s purchase of the Securities. The Company further represents to the Investor that the Company’s decision to enter into the Transaction Documents has been based solely on the independent evaluation by the Company and its representatives and advisors.

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