Assignment Indemnification Sample Clauses

Assignment Indemnification. Assignment. Except as expressly contemplated herein, in the Indenture and in the Security Documents, neither the Concessionaire nor the Issuer may assign its interest in this Series 2014 Loan Agreement.
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Assignment Indemnification. Section 7.01 Assignment 21 Section 7.02 Release and Indemnification Covenants 21 ARTICLE VIII EVENTS OF DEFAULTS AND REMEDIES Section 8.01 Events of Default Defined 22 Section 8.02 Remedies on Event of Default 24 Section 8.03 No Remedy Exclusive 25 Section 8.04 Agreement To Pay Attorneys’ Fees and Expenses 25 Section 8.05 No Additional Waiver Implied by One Waiver 26 ARTICLE IX MISCELLANEOUS Section 9.01 Term of Agreement 26 Section 9.02 Notices 26 Section 9.03 Binding Effect 27 Section 9.04 Severability 28 Section 9.05 Amendments, Changes and Modifications 28 Section 9.06 Execution in Counterparts 28 Section 9.07 Applicable Law 28 Section 9.08 Captions 28 Section 9.09 Limitation of Liability 28 Section 9.10 Compliance With Concession Agreement 29 Section 9.11 Amendment and Restatement 29 ATTACHMENT A – [Reserved] ATTACHMENT B – Series 2020 Bonds Debt Service Schedule ATTACHMENT CForm of Auditor Authorization ATTACHMENT D – Provisions Evidencing the Subordination of Permitted Subordinated Debt AMENDED AND RESTATED LOAN AGREEMENT THIS AMENDED AND RESTATED LOAN AGREEMENT (this “Issuer Loan Agreement”), dated as of August 1, 2010, as amended and restated as of December 1, 2020, between the REGIONAL TRANSPORTATION DISTRICT, a public body corporate and politic and a political subdivision of the state of Colorado (the “State”), duly organized and existing under the laws of the State (the “Issuer”, and in its capacity as the counterparty to the Concession Agreement or to describe it as the entity created under the Act, “RTD”), and DENVER TRANSIT PARTNERS, LLC, a Delaware limited liability company (the “Borrower”).
Assignment Indemnification. Contemporaneously with the payment under Section 11.4, the Withdrawing Member shall execute and deliver such instruments, with full covenants of warranty, as shall be effective to transfer and assign the entire interest in the Company of the Withdrawing Member to the Remaining Member.
Assignment Indemnification. (a) This Agreement shall be binding upon and shall inure to the benefit of the parties to it and their respective heirs, legal representatives, successors and permitted assigns (including, without limitation, Executive’s estate and heirs in the case of any payments due to Executive hereunder). The Company may only assign this Agreement and its rights and obligations hereunder (a) to any entity controlled by, controlling or under common control with the Company, or (b) to any entity which by way of a merger, consolidation or sale of substantially all of its assets becomes a successor to the Company, so long as in the case of either clause (a) or (b) such successor assumes in writing the Company’s obligations hereunder. Executive acknowledges and agrees that all of Executive’s covenants and obligations to the Company, as well as the rights of the Company hereunder, will be enforceable by the Company, its successors and permitted assigns.
Assignment Indemnification. This Agreement is binding on and is for the benefit of the parties hereto and their respective successors, heirs, executors, administrators and other legal representatives. Neither this Agreement nor any right or obligation hereunder may be assigned by you. As used in this Agreement, the “Company” shall mean both the Company as defined above and any successor that assumes and agrees to perform this Agreement, by operation of law or otherwise.
Assignment Indemnification. (a) Tenant agrees to defend promptly, indemnify and hold New Tenant harmless with respect to any claims, demands, obligations, damages, costs, payments and expenses (including reasonable attorneysfees and costs), arising or resulting from any breach, violation or failure to perform any obligations of tenant under the Lease which arise and relate to the period before the Assignment Date and/or arising or resulting from any breach by Tenant of its obligations under Section 6 hereof or from any work or activities of Tenant thereunder (collectively, “Tenant Liabilities”), any such defense to be with counsel reasonably satisfactory to New Tenant. The indemnification obligations set forth herein shall survive any termination of the Lease.
Assignment Indemnification. This Agreement is binding on and is for the benefit of the parties hereto and their respective successors, heirs, executors, administrators and other legal representatives. The Company hereby agrees to make commercially reasonable efforts to assure that any counter-party to a Corporate Transaction (as defined in the Plan) expressly assumes and agrees to perform the Company’s obligations under this Agreement. Neither this Agreement nor any right or obligation hereunder may be assigned by you. As used in the Agreement, the “Company” shall mean both the Company as defined above and any successor that assumes and agrees to perform this Agreement, by operation of law or otherwise.
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Assignment Indemnification. For good and valuable consideration received by Assignor, the receipt and sufficiency of which are hereby acknowledged, Assignor hereby grants, transfers and assigns to Assignee the entire right, title and interest of Assignor in and to the Leases, the Security Deposits and the Service Contracts, but reserving unto Assignor all uncollected rent attributable to the period prior to the date hereof pursuant to Section 4.4.2 of that certain Real Estate Sale Agreement for the Property by and between Assignor and Assignee (as may have been amended from time to time, the "Agreement"). Assignor shall indemnify and hold Assignee harmless from and against any and all losses, claims, damages and/or liabilities (including, without limitation, attorneys' fees incurred in connection therewith) arising out of or resulting from Assignor's interest in the Leases, Security Deposits and Service Contracts and pertaining to the period prior to Closing.
Assignment Indemnification 
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