Assignment to Purchaser Sample Clauses

Assignment to Purchaser. (a) To the extent it can lawfully do so, the Vendor assigns to the Purchaser and the Purchaser takes an assignment of the Lease Guarantees including the benefit of all covenants and obligations on the part of each guarantor in favour of or enforceable by the Vendor in every Lease Guarantee. (b) The assignment pursuant to this clause 10.1 takes effect only upon and from Completion. (c) The Vendor will execute and deliver to the Purchaser at Completion a notice in the form of the notice in Schedule 6 in favour of each guarantor under a Lease Guarantee giving to that guarantor written notice of the assignment to the Purchaser of the benefit of the relevant guarantee. (d) Any notice required under clause 10.1(c) must be prepared by the Purchaser and delivered to the Vendor for execution by the Vendor within a reasonable time prior to Completion.
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Assignment to Purchaser. Effective as of the Sale Date, Seller hereby absolutely assigns, transfers and conveys, effective from and including the Sale Date, all of Seller's right, title and interest in and to the Rental Pool Agreement insofar as they arise from ownership of and related to the Unit, and all rights and benefits to be derived thereunder (including any amounts payable to Seller thereunder) insofar as such rights and benefits arise from ownership of and related to the Unit.
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Assignment to Purchaser. Seller agrees to, and does hereby, irrevocably sell, assign, transfer and convey to Purchaser, throughout the world and in perpetuity, the entire right, title and interest in and to the Purchased Patents, all inventions claimed therein and all Patent Documents, free and clear of all liens, claims, licenses, covenants, encumbrances and interests (other than the Potentially Relevant Licenses as set forth in Exhibit D)). For the avoidance of doubt, Purchaser shall honor the contractual status as the licenser in accordance with laws for any Potentially Relevant Licenses.
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Assignment to Purchaser. Seller agrees to, and does hereby, irrevocably sell, assign, transfer and convey to Purchaser, throughout the world and in perpetuity, the entire right, title and interest in and to the Purchased Patents, all inventions claimed therein and all Patent Documents, free and clear of all liens, claims, licenses, covenants, encumbrances and interests (other than the Potentially Relevant Licenses as set forth in Exhibit D), including the right to sxx for and recover damages and payments for past, present and future infringements and misappropriations with respect thereto. For the avoidance of doubt, Purchaser shall honor the contractual status as the licenser in accordance with laws for any Potentially Relevant Licenses. As for the Patent License between Mesh Comm, LLC and Lxxxxx+Gyr, Inc, (the “L+G License”) Purchaser agrees that it will be subject to the same rights and obligations of the L+G License and shall require the same of any subsequent successor to or assignee of the L+G License.
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Assignment to Purchaser. Upon complete payment of the purchase price set forth in Section 2(a), IPET hereby sells, transfers, grants, conveys and assigns to Purchaser, and Purchaser hereby accepts and assumes from IPET, the Sock Puppet Property, including without limitation the sole and exclusive right to use, distribute, exhibit, market, advertise, publicize and otherwise exploit the Sock Puppet Property (and the right to authorize third parties to do the same) in any and all languages, in any manner, in any and all methods, processes and systems of distribution, dissemination, exhibition, and/or performance, in any and all forms or media possible (all whether now known or hereafter discovered or utilized) throughout the universe in perpetuity. All rights granted
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Assignment to Purchaser. Upon complete payment of the purchase price set forth in Section 2(a), IPET hereby sells, transfers, grants, conveys and assigns to Purchaser, and Purchaser hereby accepts and assumes from IPET, the Sock Puppet Property, including without limitation the sole and exclusive right to use, distribute, exhibit, market, advertise, publicize and otherwise exploit the Sock Puppet Property (and the right to authorize third parties to do the same) in any and all languages, in any manner, in any and all methods, processes and systems of distribution, dissemination, exhibition, and/or performance, in any and all forms or media possible (all whether now known or hereafter discovered or utilized) throughout the universe in perpetuity. All rights granted -1- <PAGE> to Purchaser shall fully vest in Purchaser upon full payment of the purchase price set forth in Section 2(a) as evidenced by a wire transfer receipt or IPET's receipt. IPET agrees to provide Purchaser with acknowledgement of receipt of payment of the purchase price promptly upon receipt of said payment. IPET shall retain exclusive ownership of the Reserved Property. Purchaser acknowledges and agrees that IPET does not grant Purchaser any rights in or to the Reserved Property. Without limiting the foregoing, and except as otherwise provided in 1(d) below, IPET does not grant Purchaser the right to use the Xxxx.xxx name or paw print logo on the microphone of the Sock Puppet Character or to refer to the Sock Puppet Character as the "Xxxx.xxx
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Related to Assignment to Purchaser

  • Agreement to Purchase The Seller agrees to sell, and the Purchaser agrees to purchase, on a servicing released basis (but subject to the designation as enduring Primary Servicer ("Primary Servicer") under the Pooling and Servicing Agreement as contemplated by Section 6(j)), the Mortgage Loans identified on the schedule (the "Mortgage Loan Schedule") annexed hereto as Exhibit 1, as such schedule may be amended to reflect the actual Mortgage Loans accepted by the Purchaser pursuant to the terms hereof. The Cut-Off Date with respect to each Mortgage Loan is such Mortgage Loan's Due Date in the month of August 2004. The Mortgage Loans will have an aggregate principal balance as of the close of business on the Cut-Off Date, after giving effect to any payments due on or before such date, whether or not received, of $36,365,148. The sale of the Mortgage Loans shall take place on August 24, 2004 or such other date as shall be mutually acceptable to the parties hereto (the "Closing Date"). The purchase price to be paid by the Purchaser for the Mortgage Loans shall equal the amount set forth as such purchase price on Exhibit 3 hereto. The purchase price shall be paid to the Seller by wire transfer in immediately available funds on the Closing Date. On the Closing Date, the Purchaser will assign to the Trustee pursuant to the Pooling and Servicing Agreement all of its right, title and interest in and to the Mortgage Loans and its rights under this Agreement (to the extent set forth in Section 15), and the Trustee shall succeed to such right, title and interest in and to the Mortgage Loans and the Purchaser's rights under this Agreement (to the extent set forth in Section 15).

  • Assignment of Contract A. Unless expressly agreed to elsewhere in the Contract, no assignment by a party hereto of any rights under or interests in the Contract will be binding on another party hereto without the written consent of the party sought to be bound; and, specifically but without limitation, money that may become due and money that is due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents.

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