Assignee's Exoneration Sample Clauses
The Assignee's Exoneration clause serves to release the assignee from certain liabilities or obligations that might otherwise arise from the assignment of rights or interests. In practice, this clause typically specifies that the assignee is not responsible for breaches, defaults, or claims related to the period before the assignment took place, or for actions outside their control. Its core function is to protect the assignee from being held accountable for issues that originated prior to their involvement, thereby allocating risk more fairly and encouraging the acceptance of assignments.
Assignee's Exoneration. Under no circumstances shall the Assignee be deemed to assume any responsibility for or obligation or duty with respect to any part or all of the Collateral of any nature or kind or any matter or proceeding arising out of or relating thereto, other than (a) to exercise reasonable care in the physical custody of the Collateral and (b) if an Event of Default shall have occurred and be continuing, to act in a commercially reasonable manner in exercising its rights and remedies with respect to the Collateral. Subject to the foregoing, the Assignee shall not be required to take any action of any kind to collect, preserve or protect its or the Assignors’ rights in the Collateral.
Assignee's Exoneration. Under no circumstances shall Assignee be deemed to assume any responsibility for or obligation or duty with respect to any part or all of the Collateral of any nature or kind or any matter or proceeding arising out of or relating thereto, other than (a) to exercise reasonable care in the physical custody of the Collateral and (b) if an Event of Default shall have occurred and be continuing, to act in a commercially reasonable manner in exercising its rights and remedies with respect to the Collateral. Subject to the foregoing, Assignee shall not be required to take any action of any kind to collect, preserve or protect its or Assignor's rights in the Collateral.