General Assignment and Assumption. (Omnibus Property Assignment)
General Assignment and Assumption. Assignor hereby assigns, and Assignee hereby acknowledges, assumes and agrees to perform the obligations, covenants and agreements of Assignor under the Redevelopment Agreement [with respect to the Subject Property], but only as explicitly and exhaustively described below.
General Assignment and Assumption. (a) Assignor hereby sells, transfers, assigns, delivers, sets over and conveys to Assignee all right, title and interest of Assignor in and to all of the Acquired Assets, including, without limitation, the following:
(i) to the extent assignable, the rights under all Development Documents, Land Contracts, Interconnection Rights Agreements, Power Purchase Agreements, and Ancillary Agreements, and all FIT applications and reservations in connection with any of the Projects;
(ii) to the extent they may be transferred under applicable law, all licenses, permits and authorizations presently issued in connection with the ownership, development, construction or operation of all or any part of the Projects;
(iii) to the extent assignable, any intangible personal property (including any digital format or version of the following) which is necessary or useful in connection with the ownership, improvement or operation of the Projects, including, but not limited to, warranties,, approvals, guarantees, permits, franchises, drawings, surveys, licenses, entitlements, certificates of occupancy, reports and studies, any claims and causes of action, surveys, maps, transferable utility contracts, plans and specifications, engineering plans and studies, accounts, deposits, contract rights, and general intangibles, other rights relating to the construction, ownership, use and operation of all or any part of the Projects;
(iv) (i) through (iii) collectively referred to as the “Assigned Property”.
(b) Notwithstanding the foregoing, if the assignment and transfer of any of the Assigned Property would cause a breach thereof and if no required consent to such assignment and transfer has been obtained from the third party involved, then such obligation or instrument shall not be assigned and transferred hereunder, but Assignor shall act as agent for Assignee in order to obtain for Assignee the benefits under such obligation or instrument; provided, that the foregoing shall not waive or release Assignor from any obligation to obtain any such consent or any liability for the failure to obtain any such consent.
(c) Assignee hereby assumes all obligations of Assignor in connection with or arising out of the Assigned Property and accruing after the date hereof.
General Assignment and Assumption. (a) Assignor hereby sells, transfers, assigns, delivers, sets over and conveys to Assignee all right, title and interest of Assignor in and to the following:
(i) to the extent they may be transferred under applicable law, all licenses, permits and authorizations presently issued in connection with the operation of all or any part of the Property as it is presently being operated;
(ii) to the extent assignable, all contract rights, licenses, permits, approvals, utility contracts, telephone exchange numbers, advertising materials, plan and specifications, drawings, surveys, governmental approvals and development rights and all warranties and guaranties (if any) issued to or held by Assignor by any manufacturer, supplier, contractor, subcontractor or materialman in connection with the construction or installation of any improvements on the Property or the equipment or fixtures included as part of the Property or the maintenance of the Property;
(iii) to the extent assignable, all trade names and general intangibles relating to the Property. ((i) through (iii) collectively referred to as the “Property Interests”).
(b) Assignee hereby assumes all obligations of Assignor in connection with or arising out of the Property Interests identified on Exhibit B attached hereto and accruing after the date hereof.
General Assignment and Assumption. This General Assignment and Assumption (this “Assignment”) is executed by WEBSTER GREEN APARTMENTS, LLC, a Massachusetts limited liability company (“Seller”), in favor of [BUYER], a [Buyer’s State] [entity type] (“Buyer”) as of ________, 2018 (the “Effective Date”).
General Assignment and Assumption. 14 ACM................................................40 Germany B-Line Business Assets......................3
General Assignment and Assumption. This General Assignment and Assumption (this “Assignment”) is executed by The Herbal Cure LLC, a Colorado limited liability company (“Seller”), in favor Unity Xx Xxxxx CO LLC, a Colorado limited liability company (“Purchaser”) as of ________, 2022 (the “Effective Date”). Seller and Purchaser, have entered into that certain Asset Purchase Agreement dated as of _______________ __, 2022 (the “APA”), in which Seller has agreed to sell and Purchaser has agreed to purchase all the Purchased Assets. Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the APA.
General Assignment and Assumption. This GENERAL ASSIGNMENT AND ASSUMPTION (this “Assignment”) is executed by WEST PLAZA RE HOLDINGS, LLC, a Delaware limited liability company (“Seller”), in favor of CORE POWER XXXXXX, LLC, a Delaware limited liability company (“Purchaser”) as of ________, 2024 (the “Effective Date”).
General Assignment and Assumption. Assignment and assumption of all of Seller’s right, title and interest in and to any Assumed Hotel Contracts and Agreements (including equipment leases), Assumed Convention Center Project Contracts and Agreements which are identified on Exhibit C hereto. The contracts and agreements set forth on Exhibit C-1, which shall be terminated by Seller at or prior to Closing, shall not be included in the assignment and assumption. To the extent available, Seller shall deliver to the Purchaser fully executed originals of all such Assumed Hotel Contracts and Agreements and Assumed Convention Center Project Contracts and Agreements and of all correspondence and other records pertaining thereto. By virtue of this Assignment, Purchaser shall assume all obligations of Seller arising after Closing under the Assumed Hotel Contracts and Agreements and Assumed Convention Center Project Contracts and Agreements assigned to Purchaser at Closing and Seller shall indemnify Purchaser from any and all claims related to periods prior to the Closing.
General Assignment and Assumption. Assignment and assumption of all of Seller’s right, title and interest in and to any Assumed Hotel Contracts and Agreements (including equipment leases), Assumed Convention Center Project Contracts and Agreements which are identified on Exhibit C hereto.
