Assignment and Assumption of Obligations Sample Clauses

Assignment and Assumption of Obligations. (a) Effective as of June 9, 2008, (i) KBOne hereby assigns and conveys to Holdings certain rights and obligations in, to and under the MSRA and the KB Home Note, but only to the extent set forth opposite Holdings’ name on Exhibit A hereto, and Holdings hereby assumes all of such rights and obligations, and KBOne hereby retains certain rights and obligations under the MSRA and the KB Home Note, but only to the extent set forth opposite KBOne’s name on Exhibit A hereto, and (ii) RFC hereby assigns and conveys to KBOne certain rights and obligations under the Guaranty, but only to the extent set forth opposite KBOne’s name on Exhibit A hereto, and KBOne hereby assumes all of such rights and obligations, and RFC hereby retains all other rights and obligations under the Guaranty, as set forth on Exhibit A.
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Assignment and Assumption of Obligations. At Closing, Seller agrees to assign to Buyer all of Seller’s right, title and interest in, to and under the Leases, Contracts, Licenses and Permits from and after the Closing Date. At Closing, Buyer agrees to assume and perform all of the covenants and obligations of Seller pursuant to the Leases, Contracts, Licenses and Permits which arise on or after the Closing Date. The provisions of this Section 2.6 shall survive the Closing without limitation.
Assignment and Assumption of Obligations. Neither Party shall assign this Agreement or any portion thereof without the prior written consent of the other Party which such consent shall not be unreasonably withheld; provided, however, (i) any assignee shall expressly assume assignor's obligations hereunder and (ii) unless expressly approved by the other Party to this Agreement, no assignment, whether or not consented to, shall relieve the assignor, and any guarantor, of their obligations hereunder in the event its assignee fails to perform and (iii) either Party may assign this Agreement to an Affiliate without consent.
Assignment and Assumption of Obligations. Seller may assign its obligations under this Agreement or any portion thereof to an affiliate with equal or greater creditworthiness characteristics; provided, however, (i) any assignee shall expressly assume assignor's obligations hereunder and (ii) unless expressly approved by the GPSC, no assignment, whether or not consented to, shall relieve the assignor of its obligations hereunder in the event its assignee fails to perform.
Assignment and Assumption of Obligations. Seller may not assign its obligations under this Agreement or any portion thereof to any entity other than a creditworthy affiliate without the written permission of Buyer; provided, however, (i) any assignee shall expressly assume assignor's obligations hereunder, and (ii) unless otherwise expressly approved by the Buyer and the GPSC, no assignment, whether or not consented to, shall relieve the assignor of its obligations hereunder in the event its assignee fails to perform.
Assignment and Assumption of Obligations. Symantec shall have executed and delivered at or prior to Closing the Assignment and Assumption of Obligations in the form of Exhibit I;
Assignment and Assumption of Obligations. Except for the sale of individual for-sale residential dwelling units, any Transfer (including Transfers not requiring prior City approval) by Developer of any interest in the Site or of any interest in this Agreement shall require the execution of an assignment and assumption of obligations substantially in the form attached hereto and incorporated herein as Exhibit “D” (an “Assignment and Assumption Agreement”). Transfers of Developer’s rights and/or obligations under this Agreement made without an executed Assignment and Assumption Agreement are null and void. The requirement for the provision to City of an executed Assignment and Assumption Agreement shall apply regardless of whether City approval is required for the Transfer. Developer agrees that (a) at least thirty (30) days prior to any Transfer it shall give written notice to City of such proposed Transfer; and (b) within five (5) days after any Transfer it shall provide City with a copy of the fully executed Assignment and Assumption Agreement evidencing that the assignee has assumed in writing all applicable obligations under this Agreement. A Party proposing to assign its obligations under this Agreement (i) shall remain liable for the obligations until and unless City has received a fully executed Assignment and Assumption Agreement, and (ii) shall remain liable for any default hereunder that occurred prior to the effective date of the assignment. Developer or Developer’s successor in interest shall reimburse City for any costs (other than staff time) City incurs in reviewing any Assignment and Assumption Agreement required hereunder.
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Assignment and Assumption of Obligations. Cedar Brakes may at any time and from time to time during the term of this Administrative Services Agreement, without the consent of Servicer, assign its rights in this Administrative Services Agreement to (i) any Financier(s) in connection with the transfer, pledge, encumbrance or assignment of this Administrative Services Agreement or the accounts, revenues, or proceeds hereof in connection with any financing or other financial arrangements or (ii) to any person or entity succeeding to all or substantially all of the assets of Cedar Brakes. Servicer shall, at Cedar Brakes' request, execute a consent to assignment provided that the terms and conditions of same are reasonably acceptable to Servicer. Servicer may not assign its rights and/or transfer its rights and obligations under this Administrative Services Agreement without the prior written consent of Cedar Brakes, which consent shall not be unreasonably withheld or delayed. Nothing contained herein shall prevent Cedar Brakes from pledging or mortgaging all or any part of its assets or interests in connection with any financing for or related to the transactions contemplated herein. Except as otherwise provided herein, Cedar Brakes may not assign its rights and/or transfer its obligations under this Administrative Services Agreement without the prior written consent of Servicer. Servicer shall not unreasonably delay or withhold any approval of an assignment or assignment/transfer by Cedar Brakes provided that the assignee or assignee/transferee agrees to be bound by, subject to and to comply with the terms and conditions of this Administrative Services Agreement.
Assignment and Assumption of Obligations. Neither Party shall assign this Agreement or any portion thereof without the prior written consent of the other Party which such consent shall not be unreasonably withheld; provided, however, (i) any assignee shall expressly assume assignor's obligations hereunder and (ii) unless expressly approved by the other Party to this Agreement, no assignment, whether or not consented to, shall relieve the assignor, and any guarantor, of their obligations hereunder in the event its assignee fails to perform and (iii) either Party may assign this Agreement to an Affiliate without consent, and, upon approval of the creditworthiness of such assignee by the non-assigning Party (which approval shall not be unreasonably withheld), the assignor (but not any guarantor) shall be released from its obligations under this Agreement. The transfer of any interest in the ultimate parent of a Party to this Agreement shall not constitute an assignment under this Section requiring the consent of the other Party.
Assignment and Assumption of Obligations. A Party may assign this Agreement or any portion thereof only with the prior written consent of the other Party. An assignment hereunder shall relieve the assignor of its obligations under this Agreement as provided in Section 19.4.2.
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