Assignment and Joinder Sample Clauses

Assignment and Joinder. (a) The Company hereby expressly confirms that it has assumed, and hereby agrees to perform and observe, each and every one of the covenants, rights, promises, agreements, terms, conditions, obligations, appointments, duties and liabilities of a Grantor under the Security Agreement and all the other Loan Documents applicable to it as a Grantor. By virtue of the foregoing, the Company hereby accepts and assumes any liability of a Grantor related to each representation or warranty, covenant or obligation made by a Grantor in the Security Agreement or any other Loan Document and hereby expressly affirms, as of the date hereof, each of such representations, warranties, covenants and obligation. (b) All references to the term “Grantor” in the Security Agreement or any other Loan Document, or in any document or instrument executed and delivered or furnished, or to be executed and delivered or furnished, in connection therewith shall be deemed to be references to, and shall include, the Company.
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Assignment and Joinder. (A) This Agreement may not be assigned without the prior written consent of the non- assigning party, which consent shall not be unreasonably withheld. (B) This Agreement shall be construed as solely for the benefit of Seller and Xxxxx and their successors and assigns and no claim or cause of action shall accrue to or for the benefit of any other party. (C) This Agreement shall be binding on, shall inure to the benefit of and be enforceable by the parties to it and their respective successors and permitted assigns.
Assignment and Joinder. (a) The Company hereby expressly confirms that it has assumed, and hereby agrees to perform and observe, each and every one of the covenants, rights, promises, agreements, terms, conditions, obligations, appointments, duties and liabilities of a Pledgor under the Pledge Agreement and all the other Loan Documents applicable to it as a Pledgor. By virtue of the foregoing, the Company hereby accepts and assumes any liability of a Pledgor related to each representation or warranty, covenant or obligation made by a Pledgor in the Pledge Agreement or any other Loan Document and hereby expressly affirms, as of the date hereof, each of such representations, warranties, covenants and obligations. (b) The company hereby pledges to the Collateral Agent for the benefit of the Secured Parties all of its right, title and interest to the Pledged Collateral, including Pledged Collateral listed on Schedule 1 hereto. (c) All references to the term “Pledgor” in the Pledge Agreement or any other Loan Document, or in any document or instrument executed and delivered or furnished, or to be executed and delivered or furnished, in connection therewith shall be deemed to be references to, and shall include, the Company.
Assignment and Joinder. Neither Aqua nor the FGUA shall have the power or authority to assign this Agreement or any of their rights, duties or obligations hereunder to a third party, without the prior written consent of the other party. This Agreement shall be construed as solely for the benefit of the FGUA and Aqua, and their successors by law, and no claim or cause of action shall accrue to or for the benefit of any other third party by reason hereof.
Assignment and Joinder. 48 SECTION 10.07.
Assignment and Joinder. (A) Except as provided in under Section 10.06(B) below, Neither Florida Water nor the Buyers shall have the power or authority to assign this Agreement or any of their rights, duties or obligations hereunder to a third party without the express written consent of the other party and this Agreement shall be construed as solely for the benefit of the Buyers and Florida Water, and their successors by law, and no claim or cause of action shall accrue to or for the benefit of any other third party by reason hereof. (B) Consistent with the Tohopekaliga Transition Interlocal Agreement entered into between the City of Kissimmee, Osceola County and Tohopekaliga Water Authority, (an independent Special District, established and created pursuant to Chapter 189, Florida Statutes, by Special Act of the Legislature) on July 17, 2003 (the "Tohopekaliga Transition Interlocal Agreement") and this Agreement, Osceola may hereby assign, transfer, convey, grant, bargain and sell unto the Tohopekaliga Water Authority all of Osceola's rights, remedies, powers, title, interests, duties, obligations and responsibilities arising under this Agreement which relate to the Osceola System and the Facilities associated therewith; and the parties hereto, including specifically Florida Water, hereby consent and agree to such assignment and assumption. The Tohopekaliga Water Authority shall accept and agree to, and Florida Water hereby consents to, such assignment and assumption of all of Osceola's rights, remedies, powers, title, interests, duties, obligations and responsibilities arising under the Agreement which relate to the Osceola System and the Facilities associated therewith. Such assignment and assumption shall be deemed subject to and be in all respects in conformance with all provisions of this Agreement. The parties agree and acknowledge that in facilitating closing pursuant to such assignment and assumption all instruments required to close relating to the Osceola System will be separately executed and directly conveyed from Florida Water to the Tohopekaliga Water Authority as the assignee of Osceola. If the Tohopekaliga Water Authority does not perform its obligations under the Agreement, Osceola shall remain liable to Florida Water for such performance.
Assignment and Joinder. Pursuant to the provisions of Section 9.6 of the Agreement, Trewit hereby assigns its rights and obligations under the Agreement to HBS which corporation agrees to join the Agreement as a party and be obligated thereunder to the same extent as Trewit. Notwithstanding such assignment, Trewit shall remain fully obligated under the terms of the Agreement. HBS accepts such assignment and assumes the obligations of Trewit under the Agreement. All references to "Purchaser" in the Agreement shall be deemed to include both Trewit and HBS.
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Assignment and Joinder. This Assignment and Joinder (this “Agreement”) is executed on March 25, 2011 (the “Effective Date”) by and among SINA CORPORATION, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Purchaser”), Maxpro Holdings Limited (“Maxpro”) and Ever Keen Holdings Limited (“
Assignment and Joinder. The Original Purchaser hereby assigns to the Succeeding Purchaser all of its rights and obligations under the Investment Agreement, and Succeeding Purchaser, by executing and delivering this Joinder, and upon acceptance hereof by the Company, agrees to become a party to, to be bound by and to comply with the Investment Agreement as an Investor, and shall be deemed to make all of the representations, warranties and covenants, as a Purchaser, in the same manner as if it were the original signatory of the Investment Agreement; provided, however, that such assignment will not relieve Original Purchaser of its obligations under the Investment Agreement in the event the Succeeding Purchaser fails to fully perform its obligations under the Investment Agreement.
Assignment and Joinder. The Succeeding Purchaser, by executing and delivering this Joinder, and upon acceptance hereof by the Company, agrees to become a party to, to be bound by and to comply with the Definitive Documents as if it were the original signatory to the Definitive Documents, and shall be deemed to make all of the representations, warranties and covenants, in the same manner as if it were the original signatory of the Definitive Documents; provided, however, that such assignment will not relieve the Original Purchaser of its obligations under the Definitive Documents.
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