Assignment of Material Contracts Sample Clauses

Assignment of Material Contracts. Borrower will notify Lender of the existence of any Material Contract promptly upon entering into the same. Borrower agrees to promptly execute and deliver to Lender such Collateral Assignments and take such other actions as Lender requests in furtherance of Borrower’s collateral assignment of Borrower’s rights under such Material Contracts.

Assignment of Material Contracts. Prior to the Closing, Parent and the Company shall ensure that all Contracts listed on Section ‎3.7(a) of the Company Disclosure Schedules that are executed by Parent shall be assigned to and assumed by the Company (the “Contract Assignment”).

Assignment of Material Contracts. Borrower shall notify Lender of any Material Contract promptly upon entering into the same. Borrower agrees to promptly execute and deliver to Lender such Collateral Assignments and take such other actions as Lender may reasonably request to perfect Lender’s security interest in Borrower’s rights under such Material Contracts. Borrower authorizes Lender to file such Uniform Commercial Code financing statements (and amendments to the same) and continuation statements as Lender may deem necessary or appropriate from time to time to perfect Lender’s security interest in such Material Contracts.

Assignment of Material Contracts. One or more separate assignments in favor of Administrative Agent (for the benefit of Lenders) of the Material Contracts of EACH BORROWER (as such contracts are defined in Section 3.8 hereof), TOGETHER WITH all necessary financing statements and termination statements, estoppel certificates, waivers and consents, and any other documents required by applicable law or by Administrative Agent to perfect such interests. With respect to obtaining waivers and consents of third parties requested by Administrative Agent in connection with any such assignment, such Borrower's obligation under this Subsection will be limited to using its best efforts.

Assignment of Material Contracts. The parties shall obtain the necessary consents to the assignment of all of the Material Contracts from Sellers to Buyer or Copy Centers, unless such consents are waived in writing by Buyer or Copy Centers.

Assignment of Material Contracts. As promptly as possible after the Closing Date, the Borrower shall request, or shall cause each relevant Subsidiary to request, in writing, and the Borrower shall use, or shall cause each relevant Subsidiary to use, all commercially reasonable efforts to obtain from each Airport Authority, a written consent with respect to the collateral assignment of the relevant Subsidiary's interest in each FBO Lease, to the extent required under the terms of such FBO Lease. The Borrower hereby agrees that to the extent any such consent is obtained, it shall promptly following receipt thereof (and in any event, no later than ten (10) Business Days thereafter) and at its own cost and expense, cause the execution and recording of a leasehold deed of trust or mortgage relating to such FBO Lease, and deliver to the Collateral Agent any and all agreements, documents, instruments, filings and writings deemed necessary by the Collateral Agent, or as the Collateral Agent may reasonably request from time to time in its sole discretion, to evidence, perfect or protect the Secured Parties' rights and security interests in and to the FBO Leases. The Borrower hereby authorizes the Collateral Agent to execute, deliver and file any such agreement, document, instrument, filing or writing.

Assignment of Material Contracts. The Vendor Assigns in favour of the Purchaser all of its rights, title, interest, and benefit, and transfers all obligations and burden, in and to the Material Contracts: (a) for the Tranche 1 Assets, with effect from Tranche 1 Completion; and (b) for the Subsequent Tranche Assets, with effect from the Subsequent Completion Date for the relevant Assets, and the Purchaser accepts the Assignment.

Assignment of Material Contracts. All consents to assignment required to assign all of Company's Material Contracts to Merger Sub effective upon the Closing shall have been duly executed, and copies of all such executed consents to assignment shall have been provided to Parent.

Assignment of Material Contracts. If any consent, authorization or approval necessary to assign, transfer or convey the Material Contracts listed on Schedule 4.1.12(c) is not obtained prior to Closing, pursuant to Section 8.2.6(a), and Purchaser agrees to close, then Seller shall use commercially reasonable efforts to provide Purchaser the benefits of any such Material Contract listed on Schedule 4.1.12(c). Notwithstanding the foregoing, Seller shall use its commercially reasonable efforts to obtain any such consent, authorization or approval necessary to assign, transfer and convey a Material Contract not previously obtain pursuant to Section 8.2.6(a), as soon as practicable after the Closing.

Assignment of Material Contracts. Subject to Section 4.2, on Closing, Vendor shall be deemed to have assigned the benefit of any Material Contracts and Purchaser shall be deemed to have assumed, all of Vertex's obligations and Liabilities relating to such Material Contracts arising and accruing in respect of the period prior to and after Closing and not related to any default existing at, prior to or as a consequence of the Closing or of the assignment of such Material Contracts (collectively, the "Material Contract Assumed Liabilities"), in each case without payment of any additional consideration by Purchaser to Vendor.