Election to Assume Obligations Sample Clauses

Election to Assume Obligations. Except as may be provided to the contrary in this Agreement, no Mortgagee or beneficiary shall have an obligation or duty under this Agreement to perform the obligations of Developer hereunder, or to guarantee such performance, and no Mortgagee shall be liable for any defaults or monetary obligations of Developer arising prior to the acquisition of title to the Property or applicable portion thereof by the Mortgagee or successors or assigns; provided, however, that except to the extent any covenant to be performed by Developer is a condition to the performance of covenant by City, the performance thereof shall continue to be a condition precedent to City’s performance. In the event a Mortgagee elects to develop the Property or applicable portion thereof in accordance with this Agreement and the Project Approvals, the Mortgagee shall be required to assume and perform the obligations of Developer under this Agreement.
Sample 1
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Election to Assume Obligations. Except as provided to the contrary in this Agreement, no Mortgagee (a) shall have an obligation or duty under this Agreement to perform the obligations of Developers or other affirmative covenants of Developers hereunder, or to guarantee such performance, (b) shall be liable for any default or monetary obligation or duty under this Agreement to perform the obligations of Developers or other affirmative covenants of Developers hereunder, or to guarantee such performance, or (c) shall be liable for any default or monetary obligations of Developers arising prior to acquisition of title to all or a portion of the Property by such Mortgagee. Notwithstanding the foregoing, however, if a Mortgagee acquires a portion of the Property through foreclosure or otherwise and elects to develop, in accordance with the Existing Approvals and the provisions of this Agreement, that portion of the Property acquired by the Mortgagee, then the Mortgagee shall be required to assume and perform the obligations or other affirmative covenants of Developers under this Agreement. Any termination of this Agreement which may occur as a result of a breach or default on the part of a Mortgagee shall be limited to that Mortgagee only and to that portion of the Property acquired by such Mortgagee, and shall not cause the Agreement to be terminated as to any other portion of the Property or as to any of the Developers (or their successors or assigns) that continue to hold rights or interests in the Property.
Sample 1

Related to Election to Assume Obligations

  • Agreement to Assume Obligations The New Issuer hereby agrees to unconditionally assume the Issuer’s Obligations under the Notes and the Indenture on the terms and subject to the conditions set forth in Article XIV of the Indenture and to be bound by all other applicable provisions of the Indenture and the Notes and to perform all of the obligations and agreements of the Issuer under the Indenture.

  • Performance Obligations The Purchaser shall have performed in all respects all obligations required to be performed by it under this Agreement at or prior to the Closing.

  • Obligations Not Assumed Notwithstanding any provision contained in this Agreement or any other Transaction Document to the contrary, the foregoing sale, assignment, transfer and conveyance set forth in Section 2.01(b) does not constitute, and is not intended to result in, the creation or an assumption by the Administrative Agent, any Group Agent or any Purchaser of any obligation or liability of the Seller, any Originator, the Servicer, or any other Person under or in connection with all, or any portion of, any Sold Assets, all of which shall remain the obligations and liabilities of the Seller, the Originators, the Servicer and such other Persons, as applicable.

  • Valid Obligations The execution, delivery and performance of the Loan Documents have been duly authorized by all necessary corporate action and each represents a legal, valid and binding obligation of Borrower and is fully enforceable according to its terms, except as limited by laws relating to the enforcement of creditors' rights.

  • Director Notification Obligation If the Participant is a director of the Corporation’s Malaysian Affiliate, the Participant is subject to certain notification requirements under the Malaysian Companies Act. Among these requirements is an obligation to notify the Malaysian Affiliate in writing when the Participant receives or disposes of an interest (e.g., an Award or shares) in the Corporation or any related company. Such notifications must be made within 14 days of receiving or disposing of any interest in the Corporation or any related company. MEXICO

  • Valid Obligation Notes issued on the registration of transfer or exchange of Notes will be the valid obligations of the Issuer, evidencing the same debt, and have the same benefits under this Indenture as the Notes surrendered for registration of transfer or exchange.

  • Obligation to Sell Several If there is more than one member of the Executive Group, the failure of any one member thereof to perform its obligations hereunder shall not excuse or affect the obligations of any other member thereof, and the closing of the purchases from such other members by Investors shall not excuse, or constitute a waiver of its rights against, the defaulting member.

  • Credit Support Obligations (i) Delivery Amount, Return Amount and Credit Support Amount.

  • Additional Conditions to Obligations of Company The obligation of Company to consummate and effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by Company:

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