Assignment and Assumption of Membership Interests definition

Assignment and Assumption of Membership Interests means that certain Assignment and Assumption of Membership Interests, dated as of the Closing Date and executed by the parties thereto, substantially in the form attached hereto as Exhibit H.
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Assignment and Assumption of Membership Interests is defined in Section 4.6(a).
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Assignment and Assumption of Membership Interests means the Assignment and Assumption of Membership Interests in substantially the form of Exhibit A attached hereto.
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Examples of Assignment and Assumption of Membership Interests in a sentence

  • Assignor and Assignee have duly executed and delivered this Assignment and Assumption of Membership Interests as of this ___ day of January, 2007.

  • The acceptance of the Assignment and Assumption of Membership Interests by Purchaser shall be deemed to be a full performance and discharge of every representation and warranty made by Seller herein and every agreement and obligation on the part of Seller to be performed pursuant to the provisions of this Agreement, except those which are herein specifically stated to survive Closing.

  • Assignor and Assignee have duly executed and delivered this Assignment and Assumption of Membership Interests as of this day of January, 2007.

  • At the Closing, the parties shall make, execute, acknowledge and deliver, or cause to be made, executed, acknowledged and delivered (a) an Assignment and Assumption of Membership Interests, and any other documents reasonably requested by the Operating Partnership or reasonably necessary or desirable to assign, transfer, convey, contribute and deliver the Contributed Interest, free and clear of all Liens and to effectuate the transactions contemplated hereby.

  • At the Closing, the parties shall make, execute, acknowledge and deliver, or cause to be made, executed, acknowledged and delivered (a) an Assignment and Assumption of Membership Interests, and any other documents reasonably requested by the Operating Partnership or reasonably necessary or desirable to assign, transfer, convey, contribute and deliver the Contributed Interests, free and clear of all Liens and to effectuate the transactions contemplated hereby.

  • The Assignment and Assumption of Membership Interests duly executed by Buyer.

  • Xxx Title: Manager Schedule 1 to Exhibit A Acquired Entities Schedule 2 to Exhibit A Acquired Entity Agreements EXHIBIT B FORM OF Assignment and Assumption of Membership Interests (Polygon Mortgage) THIS ASSIGNMENT OF MEMBERSHIP INTEREST (this “Assignment”) is made as of , 2014, between PNW HOME BUILDERS, L.L.C., a Washington limited liability company (“Assignor”), and [ ] (“Assignee”).

  • This Assignment and Assumption of Membership Interests (this “Assignment”) is made as of the 25th day of November, 2009 by and between ACP FITNESS CENTER, LLC, Georgia limited liability company, having an address at c/o DRA Advisors LLC, 000 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 (“Assignor”) and COLONIAL PROPERTIES SERVICES INC., a Delaware corporation, having an address at 0000 0xx Xxxxxx Xxxxx, Xxxxx 000, Xxxxxxxxxx, Xxxxxxx 00000 (“Assignee”).

  • The Assignment and Assumption of Membership Interests, duly executed by Buyer.

  • This Assignment and Assumption of Membership Interests (this “Assignment”), dated as of [●], 2018 (the “Effective Date”), is entered into by and between American Midstream, LLC, a Delaware limited liability company (“Assignor”), and IIF Blackwater Holdings, LLC, a Delaware limited liability company (“Assignee”).


More Definitions of Assignment and Assumption of Membership Interests

Assignment and Assumption of Membership Interests is defined in Section 2.6(a)(i).
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Related to Assignment and Assumption of Membership Interests

  • Assignment and Assumption Agreements means each of the Assignment and Assumption Agreements to be executed between a Trustee and trustee of the relevant Successor Trust in accordance with the relevant Trust Agreement, as the same may be amended, modified or supplemented from time to time.

  • Assignment and Assumption Agreement means an Assignment and Assumption Agreement substantially in the form of Exhibit A.

  • Assignment and Assumption means an assignment and assumption entered into by a Lender and an assignee (with the consent of any party whose consent is required by Section 9.04), and accepted by the Administrative Agent, in the form of Exhibit A or any other form approved by the Administrative Agent.

  • Assignment and Assumption of Lease has the meaning set forth in Section 3.02(a)(v).

  • Affiliated Lender Assignment and Assumption means an assignment and assumption entered into by a Lender and an Affiliated Lender (with the consent of any party whose consent is required by Section 9.05) and accepted by the Administrative Agent in the form of Exhibit A-2 or any other form approved by the Administrative Agent and the Borrower.

  • Assignment and Acceptance means an assignment and acceptance entered into by a Lender and an assignee (with the consent of any party whose consent is required by Section 9.04), and accepted by the Administrative Agent, in the form of Exhibit A or any other form approved by the Administrative Agent.

  • Permitted Loan Purchase Assignment and Acceptance means an assignment and acceptance entered into by a Lender as an Assignor and Holdings, the Borrower or any of the Subsidiaries as an Assignee, as accepted by the Administrative Agent (if required by Section 9.04) in the form of Exhibit F or such other form as shall be approved by the Administrative Agent and the Borrower (such approval not to be unreasonably withheld or delayed).

  • Designated Borrower Request and Assumption Agreement has the meaning specified in Section 2.14.

  • Assignment and Acceptance Agreement means an assignment and acceptance agreement entered into by a Lender, an Eligible Assignee and the Administrative Agent, and, if required, the Borrower, pursuant to which such Eligible Assignee may become a party to this Agreement, in substantially the form of Exhibit C hereto.

  • Conveyancing and Assumption Instruments means, collectively, the various Contracts, including the related local asset transfer agreements and local stock transfer agreements, and other documents entered into prior to the Effective Time and to be entered into to effect the Transfer of Assets and the Assumption of Liabilities in the manner contemplated by this Agreement, or otherwise relating to, arising out of or resulting from the transactions contemplated by this Agreement, in such form or forms as the applicable Parties thereto agree.

  • Commitment and Acceptance is defined in Section 2.18(b).

  • Assignment and Conveyance An assignment and conveyance of the Mortgage Loans purchased on a Closing Date in the form annexed hereto as Exhibit 4.

  • Commitment Transfer Supplement means a document in the form of Exhibit 16.3 hereto, properly completed and otherwise in form and substance satisfactory to Agent by which the Purchasing Lender purchases and assumes a portion of the obligation of Lenders to make Advances under this Agreement.

  • Assignment and Conveyance Agreement As defined in Subsection 6.01.

  • Incremental Assumption Agreement means an Incremental Assumption Agreement in form and substance reasonably satisfactory to the Administrative Agent, among the Borrower, the Administrative Agent and, if applicable, one or more Incremental Term Lenders and/or Incremental Revolving Facility Lenders.

  • Assignment Agreement means an Assignment and Assumption Agreement substantially in the form of Exhibit E, with such amendments or modifications as may be approved by Administrative Agent.

  • Assignee Lender is defined in Section 10.11.1.

  • Assumption Agreement has the meaning specified in Section 2.18(d)(ii).

  • prospective assignment means an assignment that is intended to be made in the future, upon the occurrence of a stated event, whether or not the occurrence of the event is certain;

  • Assignment Agreements The following Assignment, Assumption and Recognition Agreements, each dated as of March 29, 2006, whereby certain Servicing Agreements solely with respect to the related Mortgage Loans were assigned to the Depositor for the benefit of the Certificateholders:

  • Guarantee Assumption Agreement means a Guarantee Assumption Agreement substantially in the form of Exhibit B to the Guarantee and Security Agreement between the Collateral Agent and an entity that pursuant to Section 5.08 is required to become a “Subsidiary Guarantor” under the Guarantee and Security Agreement (with such changes as the Administrative Agent shall request consistent with the requirements of Section 5.08).

  • Addendum and Assignment Agreement The Addendum and Assignment Agreement, dated as of January 31, 1995, between MLCC and the Master Servicer.

  • Modified Commitment Transfer Supplement shall have the meaning set forth in Section 16.3(d) hereof.

  • Permitted Assignment means a Permitted Subsidiary Assignment or a Permitted Third-Party Assignment.

  • assignment shall have the same meanings of such terms in the 1940 Act.)