ASSIGNMENT BY THE LESSEE Sample Clauses

ASSIGNMENT BY THE LESSEE. The Lessee may not, without the prior written consent of the Lessor and the Owner Participant, assign any of its rights hereunder except as otherwise expressly provided herein.
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ASSIGNMENT BY THE LESSEE. (a) So long as no Event of Default has occurred and is continuing, the Lessee may, upon thirty (30) days prior written notice to the Lessor and any Assignee and subject to the terms and conditions of this Lease, assign all of its rights and the performance of its obligations hereunder to any Affiliate of the Guarantor (but not the Guarantor) (provided that the Guarantor shall own directly or indirectly not less than 90% of the outstanding shares of common stock of such Affiliate) and upon such assignment be released from any liability or obligation hereunder; provided that such assignment shall be subject to the satisfaction of the following conditions: (i) The Lessor and any Assignee shall have received a certificate of a Responsible Officer of the Guarantor certifying that the Guarantor (lxiv) THIS LEASE AGREEMENT IS CONFIDENTIAL AND PROPRIETARY owns, directly or indirectly, not less than 90% of the outstanding shares of the common stock of such Affiliate. (ii) The Lessor and any Assignee shall have received a Reaffirmation of Guarantee in the form of Schedule A to the Assignment and Assumption Agreement attached hereto as Exhibit D, together with an opinion of counsel in form and substance reasonably satisfactory to the Lessor and any Assignee which opinion shall state, in addition to addressing matters in respect of the Guaranty and the Guarantor, that such Affiliate's obligations under the Lease and the Agreement for Lease are valid, binding and enforceable according to their terms, subject to customary exceptions. (iii) Such Affiliate shall have executed and delivered a Consent in form and substance reasonably satisfactory to the Lessor and any Assignee. (iv) The Lessor and any Assignee shall have received a certificate of such Affiliate to the effect set forth in Section III of the Assignment and Assumption Agreement attached hereto as Exhibit D. (v) Such Affiliate and the Lessee shall execute an Assignment and Assumption Agreement in the form of Exhibit D hereto. THIS LEASE AGREEMENT IS CONFIDENTIAL AND PROPRIETARY
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ASSIGNMENT BY THE LESSEE. (A) Except as expressly permitted by Clause 27.2(B), the Lessee may not assign, transfer or part with any of its rights or obligations under, or the benefit or burden of, this Agreement or the other Lease Documents to which the Lessee is a party without the prior written consent of the Lessor. (B) The Lessee shall be entitled at any time and from time to time to assign and transfer the entire burden and benefit of this Agreement and each of the other Lease Documents to which it is a party (together but not separately) to any person who is a member of the Guarantor's Group without the need for the Lessor's consent provided that: (i) the transferee, the Guarantor and any other necessary person shall have entered into such documentation as may be necessary to give effect to such assignment and transfer (including any amendment that may be necessary to the terms of the Guarantee to ensure that the Guarantee extends to the obligations of the assignee hereunder) and the Lessor shall be under no greater obligation or liability under this Agreement and the other Lease Documents than it would have been under but for such transfer, and the Lessor shall not suffer or incur any greater cost or loss of benefit under this Agreement and the other Lease Documents as a result of such assignment or transfer; and (ii) any costs and expenses (including stamp duty) in respect of such transfer shall be for the Lessee's account. (C) The Lessor agrees from time to time, and at the Lessee's expense, to co-operate with the Lessee and do and perform such acts and execute and deliver such instruments as the Lessee may reasonably request to effect such assignment and transfer referred to in Clause 27.2(B).
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ASSIGNMENT BY THE LESSEE. Upon prior written consent of the Lessor, such consent of the Lessor not to be unreasonably withheld or delayed and any prior consent required under the HUD Loan Documents, the Lessee may assign any of its right, title and interest in and to this Lease and the Assets (or any portion thereof) to any Person; provided, that unless the assignee (or a surety or the guarantor for such the assignee) meets the standards of a Surviving Company set out in Section 5.1(d) of the Participation Agreement.
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ASSIGNMENT BY THE LESSEE. During the Term of this Facilities Lease, the Lessee shall not assign or sublease its interest in the Project or in this Facilities Lease without the prior written consent of the Lessor and the Trustee, which consent will not be unreasonably withheld, conditioned, or delayed, and in consenting to any such assignment or sublease, the Lessor and the Trustee shall be entitled to receive, and shall be fully protected in relying upon, an opinion of Bond Counsel stating that such assignment or sublease is authorized or permitted by the Bond Documents and will not adversely affect the tax-exempt status of the Bonds.‌
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ASSIGNMENT BY THE LESSEE. This Lease may not be assigned by the Lessee in whole or in part except upon the prior written consent of the Lessor, which consent shall not be unreasonably withheld.
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ASSIGNMENT BY THE LESSEE. The Lessee may not, without the prior written consent of the Lessor, assign any of its rights hereunder except as otherwise expressly provided herein.
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ASSIGNMENT BY THE LESSEE. 31 SECTION 20. NOTICES.. . . . . . . . . . . . . . . . . . . . . . . . . . 31
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ASSIGNMENT BY THE LESSEE. The Lessee will not, without the prior written consent of the Lessor, assign any of its rights hereunder; nor will the Lessee sublease any of the Units without the prior written consent of the Lessor, except in accordance with Section 8.3, provided that, in each case, the Lessor and the Owner Participant shall be satisfied that the Bayer Letter and, prior to the expiration thereof pursuant to its terms, the Bayer Support Agreement, as the case may be, remains fully in effect after giving effect to any such assignment or sublease. Notwithstanding the foregoing, the rights and obligations of the Lessee in respect of the Fixed Price Purchase Option may be assigned in whole or in part to Bayer or any entity designated by Bayer without the consent of the Lessor, provided that the Lessor and the Owner Participant shall be satisfied that the Bayer Letter and, prior to the expiration thereof pursuant to its terms, the Bayer Support Agreement, as the case may be, remains fully in effect.
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Related to ASSIGNMENT BY THE LESSEE

  • Assignment by the Company The rights, interests or obligations of the Company hereunder may not be assigned, by operation of law or otherwise, in whole or in part, by the Company without the prior written consent of the Investor.

  • Assignment by the Seller The Seller shall assign (exclusive of the Seller’s rights arising under Section 8.02(iii) and 8.03), its interest under this Agreement to the Depositor, which in turn shall assign such rights to the Trustee, and the Trustee then shall succeed to all rights of the Seller under this Agreement.

  • Assignment by Lessee Lessee may transfer or assign its rights and obligations under this Agreement without the consent of Operator but shall deliver to Operator written notice of such transfer or assignment not less than ten (10) days prior to the effective date thereof; provided, however, in the event of the assignment of this Agreement to a party that is not an Affiliate, Operator shall have the right to terminate this Agreement within 15 days after receipt of written notice of such assignment, which termination will be effective within 30 days of Lessee’s receipt of such termination notice. Any transfer or assignment of this Agreement by Lessee shall include an express assumption by the transferee or assignee of Lessee’s obligations hereunder. Nothing herein shall be deemed to require Lessee to assign or attempt to assign this Agreement to any third party, including any buyer of a Hotel.

  • Assignment by Owner 51 Section 12.11

  • Assignment by the Executive This Agreement will inure to the benefit of and be enforceable by the Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees, and legatees. If the Executive dies while any amount would still be payable to him hereunder had he continued to live, all such amounts, unless otherwise provided herein, will be paid in accordance with the terms of this Agreement to the Executive’s Beneficiary. If the Executive has not named a Beneficiary, then such amounts will be paid to the Executive’s devisee, legatee, or other designee, or if there is no such designee, to the Executive’s estate, and such designee, or the Executive’s estate will be treated as the Beneficiary hereunder.

  • Assignment by Seller The Seller shall have the right, upon notice to but without the consent of the Servicer, to assign, in whole or in part (but exclusive of the Servicer’s rights and obligations as owner of the servicing rights relating to the Mortgage Loans), its interest under this Agreement to the Depositor, which in turn shall assign such rights to the Trustee, and the Trustee then shall succeed to all rights of the Seller under this Agreement. All references to the Seller in this Agreement shall be deemed to include its assignee or designee and any subsequent assignee or designee, specifically including the Trustee.

  • Assignment by Lessor The terms and conditions of each Schedule have been fixed by Lessor in order to permit Lessor to sell and/or assign or transfer its interest or grant a security interest in each Schedule and/or the Equipment to a Secured Party or Assignee. In that event, the term Lessor will mean the Assignee and any Secured Party. However, any assignment, sale, or other transfer by Lessor will not relieve Lessor of its obligations to Lessee and will not materially change Lessee's duties or materially increase the burdens or risks imposed on Lessee. The Lessee consents to and will acknowledge such assignments in a written notice given to Lessee. Lessee also agrees that: (a) The Secured Party will be entitled to exercise all of Lessor's rights, but will not be obligated to perform any of the obligations of Lessor. The Secured Party will not disturb Lessee's quiet and peaceful possession and unrestricted use of the Equipment so long as Lessee is not in default and the Secured Party continues to receive all Rent payable under the Schedule; and (b) Lessee will pay all Rent and all other amounts payable to the Secured Party, despite any defense or claim which it has against Lessor. Lessee reserves its right to have recourse directly against Lessor for any defense or claim; (c) Subject to and without impairment of Lessee's leasehold rights in the Equipment, Lessee holds the Equipment for the Secured Party to the extent of the Secured Party's rights in that Equipment.

  • Assignment by Issuer The Seller hereby acknowledges and consents to any mortgage, pledge, assignment and grant of a security interest by the Issuer to the Indenture Trustee pursuant to the Indenture for the benefit of the Noteholders of all right, title and interest of the Issuer in, to and under the Receivables and/or the assignment of any or all of the Issuer’s rights and obligations hereunder to the Indenture Trustee.

  • Assignment by Landlord Landlord shall have the right to transfer and assign, in whole or in part, all its rights and obligations hereunder, in the Premises, and in such event and upon such transfer no further liability or obligation shall thereafter accrue against Landlord hereunder.

  • Assignment by Purchaser The Purchaser shall have the right, without the consent of the Company but subject to the limit set forth in Section 2.02 hereof, to assign, in whole or in part, its interest under this Agreement with respect to some or all of the Mortgage Loans, and designate any person to exercise any rights of the Purchaser hereunder, by executing an Assignment and Assumption Agreement and the assignee or designee shall accede to the rights and obligations hereunder of the Purchaser with respect to such Mortgage Loans. All references to the Purchaser in this Agreement shall be deemed to include its assignee or designee.

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