Common use of Assignment and Acceptance of Assigned Interest Clause in Contracts

Assignment and Acceptance of Assigned Interest. As of the Effective Date (as defined in Section 7), the Assignor hereby sells, transfers, conveys and assigns (without recourse and, except as expressly set forth herein, representation or warranty) (collectively, the “Assignment”) to the Assignee all of the Assignor’s right, title and interest in and to the Interest and of its rights under the Operating Agreement, including, without limitation, all its (a) rights to receive moneys due and to become due under or pursuant to the Operating Agreement, (b) rights to receive proceeds of any insurance, indemnity, warranty or guaranty with respect to the Operating Agreement, (c) claims for damages arising out of or for breach of or default under the Operating Agreement, and (d) rights to perform thereunder and to compel performance, and otherwise exercise all rights and remedies thereunder. Assignor’s right, title and interest in the Interest and of the Assignor’s rights under the Operating Agreement that are being assigned to the Assignee pursuant to this Agreement are hereinafter referred to as the “Assigned Interest”. The Assignee, upon the execution of this Assignment, hereby accepts from the Assignor the Assigned Interest and agrees to become a successor member of the Company in the place and stead of the Assignor to the extent of the Assigned Interest and to be bound by the terms and provisions of the Operating Agreement.

Assignment and Acceptance of Assigned Interest. As of the Effective Date (as defined in Section 7)Date, the Assignor hereby sells, transfers, conveys and assigns (without recourse and, except as expressly set forth herein, representation or warranty) (collectively, the “Assignment”) to the Assignee all of the Assignor’s right, title and interest in and to the Interest and of its rights under the Operating Agreement, including, without limitation, all its (a) rights to receive moneys due and to become due under or pursuant to the Operating AgreementAgreement related to the Interest, (b) rights to receive proceeds of any insurance, indemnity, warranty or guaranty with respect to the Operating AgreementAgreement related to the Interest, (c) claims for damages arising out of or for breach of or default under the Operating AgreementAgreement related to the Interest, and (d) rights to perform thereunder and to compel performance, and otherwise exercise all rights and remedies thereunderthereunder related to the Interest. The Assignor’s right, title and interest in the Interest and of the Assignor’s rights under the Operating Agreement that are being assigned to the Assignee pursuant to this the Pledge Agreement are hereinafter referred to as the “Assigned Interest”. The Assignee, upon the execution of this AssignmentAssignment of Membership or Partnership Interest, hereby accepts from the Assignor the Assigned Interest and agrees to become a successor member or partner, as applicable, of the Company Issuer in the place and stead of the Assignor to the extent of the Assigned Interest and to be bound by the terms and provisions of the Operating Agreement, subject to the terms of the Pledge Agreement and assumes all of Assignor’s rights, obligations and duties under the Operating Agreement with respect to the Assigned Interests arising from and after the Effective Date.

Assignment and Acceptance of Assigned Interest. As of the Effective Date (as defined in Section 7)Date, the Assignor hereby sells, transfers, conveys and assigns (without recourse and, except as expressly set forth herein, representation or warranty) (collectively, the “Assignment”) to the Assignee all of the Assignor’s right, title and interest in and to the Interest and of its rights under the Operating Agreement, including, without limitation, all its (a) rights to receive moneys due and to become due under or pursuant to the Operating Agreement, (b) rights to receive proceeds of any insurance, indemnity, warranty or guaranty with respect to the Operating Agreement, (c) claims for damages arising out of or for breach of or default under the Operating Agreement, and (d) rights to perform thereunder and to compel performance, and otherwise exercise all rights and remedies thereunder. The Assignor’s right, title and interest in the Interest and of the Assignor’s rights under the Operating Agreement that are being assigned to the Assignee pursuant to this Pledge Agreement are hereinafter referred to as the “Assigned Interest”. The Assignee, upon the execution of this AssignmentAssignment of Membership Interest, hereby accepts from the Assignor the Assigned Interest and agrees to become a successor member of the Company Pledged Entity in the place and stead of the Assignor to the extent of the Assigned Interest and to be bound by the terms and provisions of the Operating Agreement.

Assignment and Acceptance of Assigned Interest. As of the Effective Date (as defined in Section 7)Date, the Assignor hereby sells, transfers, conveys and assigns (without recourse and, except as expressly set forth herein, representation or warranty) (collectively, the “Assignment”) to the Assignee all of the Assignor’s right, title and interest in and to the Interest and of its rights under the Operating Agreement, including, without limitation, all its (a) rights to receive moneys due and to become due under or pursuant to the Operating Agreement, (b) rights to receive proceeds of any insurance, indemnity, warranty or guaranty with respect to the Operating Agreement, (c) claims for damages arising out of or for breach of or default under the Operating Agreement, and (d) rights to perform thereunder and to compel performance, and otherwise exercise all rights and remedies thereunder. The Assignor’s right, title and interest in the Interest and of the Assignor’s rights under the Operating Agreement that are being assigned to the Assignee pursuant to this Pledge Agreement are hereinafter referred to as the “Assigned Interest”. The Assignee, upon the execution of this AssignmentAssignment of Membership Interest, hereby accepts from the Assignor the Assigned Interest and agrees to become a successor member of the Company Senior Mezzanine Borrower in the place and stead of the Assignor to the extent of the Assigned Interest and to be bound by the terms and provisions of the Operating Agreement.Assigned

Assignment and Acceptance of Assigned Interest. As of the Effective Date (as defined in Section 7SECTION 9), the Assignor hereby sells, transfers, conveys and assigns (without recourse and, except as expressly set forth herein, representation or warranty) (collectively, the “Assignment”"ASSIGNMENT") to the Assignee all of the Assignor’s 's right, title and interest in and to the Interest and of its rights under the Operating Agreement, including, without limitation, all its (a) rights to receive moneys due and to become due under or pursuant to the Operating Agreement, (b) rights to receive proceeds of any insurance, indemnity, warranty or guaranty with respect to the Operating Agreement, (c) claims for damages arising out of or for breach of or default under the Operating Agreement, and (d) rights to perform thereunder and to compel performance, and otherwise exercise all rights and remedies thereunder. The percentage interest of the Assignor’s 's right, title and interest in the Interest and of the Assignor’s 's rights under the Operating Agreement that are being assigned to the Assignee pursuant to this Agreement are hereinafter referred to as the “Assigned Interest”"ASSIGNED INTEREST". The Assignee, upon the execution of this Assignment, hereby accepts from the Assignor the Assigned Interest and agrees to become a successor member of the Company in the place and stead of the Assignor to the extent of 460 the Assigned Interest and to be bound by the terms and provisions of the Operating Agreement.

Assignment and Acceptance of Assigned Interest. As of the Effective Date (as defined in Section 7)Date, the Assignor hereby sells, transfers, conveys and assigns (without recourse and, except as expressly set forth herein, representation or warranty) (collectively, the “Assignment”) to the Assignee all of the Assignor’s right, title and interest in and to the Interest and of its rights under the Operating Agreement, including, without limitation, all its (a) rights to receive moneys due and to become due under or pursuant to the Operating Agreement, (b) rights to receive proceeds of any insurance, indemnity, warranty or guaranty with respect to the Operating Agreement, (c) claims for damages arising out of or for breach of or default under the Operating Agreement, and (d) rights to perform thereunder and to compel performance, and otherwise exercise all rights and remedies thereunder. The Assignor’s right, title and interest in the Interest and of the Assignor’s rights under the Operating Agreement that are being assigned to the Assignee pursuant to this Pledge Agreement are hereinafter referred to as the “Assigned Interest”. The Assignee, upon the execution of this AssignmentAssignment of Membership Interest, hereby accepts from the Assignor the Assigned Interest and agrees to become a successor member of the Company Mortgage Borrower in the place and stead of the Assignor to the extent of the Assigned Interest and 102256494.5 to be bound by the terms and provisions of the Operating Agreement, subject to the terms of the Pledge Agreement.

Assignment and Acceptance of Assigned Interest. As of the Effective Date (as defined in Section 7SECTION 9), the Assignor hereby sells, transfers, conveys and assigns (without recourse and, except as expressly set forth herein, representation or warranty) (collectively, the “Assignment”"ASSIGNMENT") to the Assignee all of the Assignor’s 's right, title and interest in and to the Interest and of its rights under the Operating Agreement, including, without limitation, all its (a) rights to receive moneys due and to become due under or pursuant to the Operating Agreement, (b) rights to receive proceeds of any insurance, indemnity, warranty or guaranty with respect to the Operating Agreement, (c) claims for damages arising out of or for breach of or default under the Operating Agreement, and (d) rights to perform thereunder and to compel performance, and otherwise exercise all rights and remedies thereunder. The percentage interest of the Assignor’s 's right, title and interest in the Interest and of the Assignor’s 's rights under the Operating Agreement that are being assigned to the Assignee pursuant to this Agreement are hereinafter referred to as the “Assigned Interest”"ASSIGNED INTEREST". The Assignee, upon the execution of this Assignment, hereby accepts from the Assignor the Assigned Interest and agrees to become a successor member of the Company in the place and stead of the Assignor to the extent of 485 the Assigned Interest and to be bound by the terms and provisions of the Operating Agreement.