Assignment and Subrogation Sample Clauses

Assignment and Subrogation. The rights and obligations contained in this Contract cannot be assigned or otherwise transferred, directly or indirectly, in whole or in part, by YOU to any third party without the express written consent of FEXP.
Sample 1Sample 2
AutoNDA by SimpleDocs
Assignment and Subrogation. (a) If the Insurer pays the Ascertained Net Loss on the Payment Date or as provided in Section 4 of this Article II, the Insurer shall be subrogated to all the Named Insured's rights of recovery therefor against any person or organization and the Named Insured shall execute and deliver such instruments and papers and do whatever else is reasonably requested by Insurer to evidence such subrogation; provided, however, in no event, shall Named Insured be obligated to pay any monies or incur any expenses in connection therewith unless reimbursed by Insurer. Named Insured shall knowingly do nothing to prejudice such rights. Named Insured shall also assign (without recourse) all of its rights and interest under the Loan Documents (including any causes of action arising thereunder) and Lease to Insurer at Insurer's request without charge. Named Insured shall have no rights to any monies collected by Insurer regardless of whether such amounts exceed the Ascertained Net Loss. Insurer shall have no liability to Named Insured or any Authorized Agent of Named Insured or contractor of Named Insured for amounts advanced by such person to cover defaults by Tenant or Owner prior to the Claim Date (other than Protective Advances which shall be paid by Insurer on the Claim Date). (b) Subject to subsection (a) of this Section, if Insurer pays Monthly Payments to Named Insured, then Named Insured hereby grants Insurer an equitable interest in all Named Insured's rights and interest under the Loan Documents and Lease equal to the amount paid by Insurer together with Named Insured's rights to recover interest, fees and attorneys fees and costs to collect said amounts. Named Insured and Insurer shall cooperate to enforce their respective rights and interests under the Loan Documents and Lease. Neither Insurer nor Named Insured may release or otherwise adversely affect the rights of the other under this subsection (b) by settling, compromising or otherwise altering the obligations of the Owner, Tenant or any other person under the Loan Documents or Lease. If Insurer elects to pay Monthly Payments to Named Insured, Insurer shall not rely on Named Insured for (i) the maintenance, insuring, repair, restoration or upkeep of the Property, including, without limitation, the payment of real estate taxes, assessments or any other charges with respect to the Property and (ii) the enforcement of any right or remedy under the Loan Documents or Lease against Owner or Tenant. In no event shal...
Sample 1
Assignment and Subrogation. Avid shall be and is entitled to all rights and remedies of Dealer with respect to the Required Documents. Dealer hereby assigns to Avid any and all rights, remedies, warranties, recoveries, or causes of action it may have against any applicant, Buyer or any guarantor(s) with respect to any Required Document, whether arising from the Required Documents, any contract between Dealer and such party or otherwise. Dealer hereby subrogates Avid to any and all rights, remedies, warranties, recoveries or causes of action it may have against any applicant, Buyer or any guarantor(s) with respect to any Required Document, any contract between Dealer and such party, or otherwise. This Agreement shall be binding on, and shall inure to the benefit of, the successors and assigns of the Parties hereto. Dealer agrees that, upon such assignment by Xxxx, any subsequent assignee may enforce directly, without joinder of Avid, Dealer’s repurchase obligations in Section 8 regarding any breach of the representations and warranties set forth herein. Notwithstanding the preceding sentence, Dealer may not assign this Agreement or any rights or obligations hereunder, voluntarily, involuntarily, by operation of law or otherwise without Avid’s prior written consent, which may be withheld for any reason whatsoever. Avid may assign this Agreement and its rights and obligations under this Agreement if Dealer is not materially and detrimentally affected thereby.
Sample 1
Assignment and Subrogation. Company hereby subrogates Household to any and all rights, remedies, warranties, recoveries or causes of action it may have against any vehicle dealer, vehicle seller, vehicle buyer, applicant, or Obligor with respect to any Application, Contract, whether arising from any of the Applications, Required Documents, any contract between Company and such party, or otherwise. Company hereby assigns to Household any and all rights, remedies, warranties, recoveries, or causes of action it may have against any vehicle dealer, vehicle seller, vehicle buyer, applicant or Obligor with respect to any Application or Contract, whether arising from any of the Applications, Required Documents, any contract between Company and such party, or otherwise. It is the intention of the Parties that Household shall be and is, pursuant to this Section, entitled to all rights and remedies of Company with respect to the purchased Contracts. Company will execute and deliver to Household upon execution of this Agreement, the Blanket Assignment attached to this Agreement as Exhibit C and made a part hereof.
Sample 1
Assignment and Subrogation. Company hereby subrogates Household to any and all rights, remedies, warranties, recoveries, or causes of action it may have against any vehicle dealer, vehicle seller, vehicle buyer, applicant, or Obligor with respect to any Application or Qualifying Loan, whether arising from any of the Application, Loan Documents, the Draft, any contract between Company and such party, or otherwise. Company hereby assigns to Household any and all rights, remedies, warranties, recoveries, or causes of action it may have against any vehicle dealer, vehicle seller, vehicle buyer, applicant, or Obligor with respect to any Application or Qualifying Loan, whether arising from any of the Application, Loan Documents, the Draft, any contract between Company and such party, or otherwise. It is the intention of the Parties that Household shall be and is pursuant to this Section entitled to all rights and remedies of Company with respect to the Applications and Qualifying Loans.
Sample 1
Assignment and Subrogation. 1. The assignment of or subrogation to a claim secured by a maritime lien entails the simultaneous assignment of or subrogation to such a maritime lien. 2. Claimants holding maritime liens may not be subrogated to the compensation payable to the owner of the vessel under an insurance contract.
Sample 1
Assignment and Subrogation. Los derechos y obligaciones contenidos en este Contrato no pueden ser cedidos ni transferidos, directa o indirectamente, en todo o en parte, por USTED a ningún xxxxxxx sin el consentimiento expreso por escrito de FEXP.
Sample 1
AutoNDA by SimpleDocs
Assignment and Subrogation. 10.1. The ownership of the Contract may be changed by informing IBERDROLA in a verifiable manner, as long as the customer is up to date with payments. This notification must contain the new Client’s conformance, which must state their personal information and registered address for receiving bills, the tax identification number and the direct debiting information. The new customer shall continue under contract under the same conditions agreed by the previous holder, who shall be refunded, as the case may be, the deposit or guarantee provided, and a new deposit or guarantee shall be provided by the new customer where applicable, in accordance with Clause 2.3. If a new customer is subrogated in the Contract, the new customer shall take on all the rights and obligations that corresponded to the previous holder of the Contract. 10.2. IBERDROLA may assign the contract and the rights and obligations hereunder to any affiliate, related or successor company of IBERDROLA which may in the future provide the service stipulated in the contract by simply informing the customer.
Sample 1
Assignment and Subrogation. Any transferee of, or endorser, guarantor or surety or other party providing security who pays the Liabilities secured hereby may take over all or any part of the Collateral subject to this Agreement, and shall succeed to all rights of the Bank with respect to such Collateral and the Bank shall be under no further responsibility therefor. No party shall succeed to any of the rights of the Bank so long as any of the Liabilities remain unpaid to the Bank.
Sample 1

Related to Assignment and Subrogation

  • Insurance and Subrogation (a) The Corporation may purchase and maintain insurance on behalf of Indemnitee who is or was or has agreed to serve at the request of the Corporation as a director or officer of the Corporation, or is or was serving at the request of the Corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust, employee benefit plan or other enterprise against any liability asserted against, and incurred by, Indemnitee or on Indemnitee’s behalf in any such capacity, or arising out of Indemnitee’s status as such, whether or not the Corporation would have the power to indemnify Indemnitee against such liability under the provisions of this Agreement. If the Corporation has such insurance in effect at the time the Corporation receives from Indemnitee any notice of the commencement of a proceeding, the Corporation shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the policy. The Corporation shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policy. (b) In the event of any payment by the Corporation under this Agreement, the Corporation shall be subrogated to the extent of such payment to all of the rights of recovery of Indemnitee with respect to any insurance policy, who shall execute all papers required and take all action necessary to secure such rights, including execution of such documents as are necessary to enable the Corporation to bring suit to enforce such rights in accordance with the terms of such insurance policy. The Corporation shall pay or reimburse all expenses actually and reasonably incurred by Indemnitee in connection with such subrogation. (c) The Corporation shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (including, but not limited to, judgments, fines, ERISA excise taxes or penalties, and amounts paid in settlement) if and to the extent that Indemnitee has otherwise actually received such payment under this Agreement or any insurance policy, contract, agreement or otherwise.

  • SALVAGE AND SUBROGATION The Reinsurer shall be credited with salvage (i.e., reimbursement obtained or recovery made by the Company, less the actual cost, excluding salaries of officials and employees of the Company and sums paid to attorneys as retainer, of obtaining such reimbursement or making such recovery) on account of claims and settlements involving reinsurance hereunder. Salvage thereon shall always be used to reimburse the excess carriers in the reverse order of their priority according to their participation before being used in any way to reimburse the Company for its primary loss. The Company hereby agrees to enforce its rights to salvage or subrogation relating to any loss, a part of which loss was sustained by the Reinsurer, and to prosecute all claims arising out of such rights.

  • Sub-participation; subrogation assignment A Lender may sub-participate all or any part of its rights and/or obligations under or in connection with the Finance Documents without the consent of, or any notice to, the Borrower, any Security Party, the Agent or the Security Trustee; and the Lenders may assign, in any manner and terms agreed by the Majority Lenders, the Agent and the Security Trustee, all or any part of those rights to an insurer or surety who has become subrogated to them.

  • Indemnity and Subrogation In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.

  • Waiver of Subrogation, Reimbursement and Contribution Notwithstanding anything to the contrary contained in this Guaranty, Guarantor hereby unconditionally and irrevocably waives, releases and abrogates any and all rights it may now or hereafter have under any agreement, at law or in equity (including, without limitation, any law subrogating the Guarantor to the rights of Lender), to assert any claim against or seek contribution, indemnification or any other form of reimbursement from Borrower or any other party liable for payment of any or all of the Guaranteed Obligations for any payment made by Guarantor under or in connection with this Guaranty or otherwise.

  • Contribution and Subrogation Each Guarantor (a “Contributing Guarantor”) agrees (subject to Section 6.03) that, in the event a payment shall be made by any other Guarantor hereunder in respect of any Obligation, or assets of any other Guarantor shall be sold pursuant to any Security Document to satisfy any Obligation owed to any Secured Party, and such other Guarantor (the “Claiming Guarantor”) shall not have been fully indemnified by the Borrower as provided in Section 6.01, the Contributing Guarantor shall indemnify the Claiming Guarantor in an amount equal to (i) the amount of such payment or (ii) the greater of the book value or the fair market value of such assets, as the case may be, in each case multiplied by a fraction of which the numerator shall be the net worth of the Contributing Guarantor on the date hereof and the denominator shall be the aggregate net worth of all the Guarantors on the date hereof (or, in the case of any Guarantor becoming a party hereto pursuant to Section 7.16, the date of the supplement hereto executed and delivered by such Guarantor). Any Contributing Guarantor making any payment to a Claiming Guarantor pursuant to this Section 6.02 shall be subrogated to the rights of such Claiming Guarantor under Section 6.01 to the extent of such payment.

  • Waiver of Subrogation, Etc Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, and except as set forth in Section 12.7, each Borrower hereby expressly and irrevocably waives any and all rights at law or in equity to subrogation, reimbursement, exoneration, contribution, indemnification or set off and any and all defenses available to a surety, guarantor or accommodation co-obligor. Each Borrower acknowledges and agrees that this waiver is intended to benefit Agent and Lenders and shall not limit or otherwise affect such Borrower’s liability hereunder or the enforceability of this Section 12, and that Agent, Lenders and their respective successors and assigns are intended third party beneficiaries of the waivers and agreements set forth in this Section 12.4.

  • Mutual Waiver of Subrogation Landlord hereby releases Tenant, and Tenant hereby releases Landlord and its respective partners, principals, members, officers, agents, employees and servants, from any and all liability for loss, damage or injury to the property of the other in or about the Leased Premises or the Property which is caused by or results from a peril or event or happening which is covered by insurance actually carried and in force at the time of the loss by the party sustaining such loss; provided, however, that such waiver shall be effective only to the extent permitted by the insurance covering such loss and to the extent such insurance is not prejudiced thereby.

  • Release and Waiver of Subrogation The parties hereto release each other, and their respective agents and employees, from any liability for injury to any person or damage to property that is caused by or results from any risk insured against under any valid and collectible insurance policy carried by either of the parties which contains a waiver of subrogation by the insurer and is in force at the time of such injury or damage; subject to the following limitations: (i) the foregoing provision shall not apply to the commercial general liability insurance described by subparagraphs Section 9.1A and Section 9.2B; (ii) such release shall apply to liability resulting from any risk insured against or covered by self-insurance maintained or provided by Tenant to satisfy the requirements of Section 9.1 to the extent permitted by this Lease; and (iii) Tenant shall not be released from any such liability to the extent any damages resulting from such injury or damage are not covered by the recovery obtained by Landlord from such insurance, but only if the insurance in question permits such partial release in connection with obtaining a waiver of subrogation from the insurer. This release shall be in effect only so long as the applicable insurance policy contains a clause to the effect that this release shall not affect the right of the insured to recover under such policy. Each party shall use reasonable efforts to cause each insurance policy obtained by it to provide that the insurer waives all right of recovery by way of subrogation against the other party and its agents and employees in connection with any injury or damage covered by such policy. However, if any insurance policy cannot be obtained with such a waiver of subrogation, or if such waiver of subrogation is only available at additional cost and the party for whose benefit the waiver is to be obtained does not pay such additional cost, then the party obtaining such insurance shall notify the other party of that fact and thereupon shall be relieved of the obligation to obtain such waiver of subrogation rights from the insurer with respect to the particular insurance involved.

  • Waiver of Subrogation Until this Indenture is discharged and all of the Notes are discharged and paid in full, each Guarantor hereby irrevocably waives and agrees not to exercise any claim or other rights which it may now or hereafter acquire against the Company that arise from the existence, payment, performance or enforcement of the Company’s obligations under the Notes or this Indenture and such Guarantor’s obligations under this Guarantee and this Indenture, in any such instance including, without limitation, any right of subrogation, reimbursement, exoneration, contribution, indemnification, and any right to participate in any claim or remedy of the Holders against the Company, whether or not such claim, remedy or right arises in equity, or under contract, statute or common law, including, without limitation, the right to take or receive from the Company, directly or indirectly, in cash or other property or by set-off or in any other manner, payment or security on account of such claim or other rights. If any amount shall be paid to any Guarantor in violation of the preceding sentence and any amounts owing to the Trustee or the Holders of Notes under the Notes, this Indenture, or any other document or instrument delivered under or in connection with such agreements or instruments, shall not have been paid in full, such amount shall have been deemed to have been paid to such Guarantor for the benefit of, and held in trust for the benefit of, the Trustee or the Holders and shall forthwith be paid to the Trustee for the benefit of itself or such Holders to be credited and applied to the obligations in favor of the Trustee or the Holders, as the case may be, whether matured or unmatured, in accordance with the terms of this Indenture. Each Guarantor acknowledges that it will receive direct and indirect benefits from the financing arrangements contemplated by this Indenture and that the waiver set forth in this Section 11.05 is knowingly made in contemplation of such benefits.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!