Assignor’s Liability. Notwithstanding anything to the contrary contained in this Agreement, the liability of Assignor to Assignee for the default by Assignor under the terms of this Agreement shall be limited to Assignee’s actual damages, and no consequential, punitive or exemplary damages or lost profits shall be recoverable from Assignor. Assignor’s shareholders, partners, members, officers and directors shall have no personal liability whatsoever under this Agreement.
Assignor’s Liability. Assignor shall remain fully, directly and primarily liable to Landlord for the performance of all of the provisions of the Lease by Assignee.
Assignor’s Liability. The Assignor represents and warrants that it -------------------- is the legal and beneficial owner of the interest being assigned by it hereunder and that such interest is free and clear of any adverse claim created by the Assignor. It is understood and agreed that the assignment and assumption hereunder are made without recourse to the Assignor and that the Assignor makes no other representation or warranty of any kind to the Assignee. Neither the Assignor, the Agent, nor any other Lender, nor any of its officers, directors, employees, agents or attorneys shall be responsible for (i) the due execution, legality, validity, enforceability, genuineness, sufficiency or collectability of any Loan Document, including without limitation, documents granting the Assignor, Agent and the other Lenders a security interest in assets of the Borrower or any guarantor, (ii) any representation, warranty or statement made in or in connection with any of the Loan Documents, (iii) the financial condition or creditworthiness of the Borrower or any guarantor, (iv) the performance of or compliance with any of the terms or provisions of any of the Loan Documents, (v) inspecting any of the Property, books or records of the Borrower, (vi) the validity, enforceability, perfection, priority, condition, value or sufficiency of any collateral securing or purporting to secure the Loans or (vii) any mistake, error of judgment, or action taken or omitted to be taken in connection with the Loans or the Loan Documents.
Assignor’s Liability. Assignor shall remain liable for the -------------------- performance of the provisions of the Lease.
Assignor’s Liability. Lessor hereby releases Assignor from all of its obligations and liabilities as tenant under the Lease accruing on or after the Effective Date.
Assignor’s Liability. 3.1 Notwithstanding a Temporary Assignment or any other agreement between Shipper and Assignee, Xxxxxxx agrees and acknowledges that Shipper at all times shall remain obligated to TransCanada to fully perform and observe the covenants and obligations of Shipper that are contained in the applicable FT Contract. For greater certainty, if the Assignee fails to pay TransCanada any amount due and payable or which may become due and payable or any charges incurred or which may be incurred pursuant to or as a result of the Temporary Assignment including but not limited to any charges, costs and expenses related to Diversions, Alternate Receipts or any gas imbalances, Shipper shall be liable for and shall pay TransCanada for such amount within 10 Banking Days of receipt of an invoice from TransCanada.
Assignor’s Liability. Landlord and Assignor warrant and represent that (i) Landlord has completed its performance of its obligations under Sections 6 and 7 of the Additional Terms and Provisions to the Lease (which are attached to the Lease as Exhibit C); and (ii) based on Landlord's current actual knowledge, there exists no uncured default under the Lease by Landlord or Assignor as of the date hereof, except for Assignor's failure to timely pay March, 1998 rent. Assignor warrants that as of the Effective Date, there shall be no uncured default under the Lease by Assignor. Assignor shall remain liable for the performance of the provisions of the Lease, and shall have the right to cure any monetary default by Assignee under the Lease by payment to Landlord of the amount due. Nothing in this Section 5 shall be construed as granting Assignor a right to retake possession of the Premises or to void this Assignment.
Assignor’s Liability. No partner, member, employee, officer, director, shareholder, beneficiary or direct or indirect owner of Assignor or any of Assignor’s affiliates has any personal liability for any of Assignor’s representations, warranties, indemnities, covenants or other agreements hereunder or in connection with the transactions contemplated hereby, and any liabilities or claims arising therefrom shall be solely satisfied out of the assets of Assignor. No personal judgments shall be sought or obtained against any partner, member, employee, officer, director, shareholder, beneficiary or direct or indirect owner of Assignor.
Assignor’s Liability. By acceptance of this Assignment, Assignee acknowledges and agrees that any and all liability hereunder of Assignor, its agents, representatives or employees, shall be limited to and satisfied solely from the Assignor’s proceeds from the Property conveyed pursuant to the Purchase Agreement.
Assignor’s Liability. Assignor and any guarantor of the Lease obligations shall remain liable for the performance of all provisions of the Lease, to the same extent as provided in the Lease.
