Common use of No Assumption Clause in Contracts

No Assumption. This Agreement is executed and delivered to the Collateral Agent, for the benefit of itself and the Secured Parties, for collateral security purposes only. Notwithstanding anything herein to the contrary: (a) each Pledgor shall remain liable under the contracts and agreements included in the Pledged Collateral to the extent set forth therein, and shall perform all of its duties and obligations under such contracts and agreements to the same extent as if this Agreement had not been executed; (b) the exercise by the Collateral Agent or any Secured Party of any of its rights hereunder shall not release any Pledgor from any of its duties or obligations under any such contracts or agreements included in the Pledged Collateral; and (c) the Collateral Agent and the Secured Parties shall not have any obligation or liability under any such contracts or agreements included in the Pledged Collateral by reason of this Agreement, nor shall the Collateral Agent or any Secured Party be obligated to perform any of the obligations or duties of any Pledgor thereunder or to take any action to collect or enforce any claim for payment assigned hereunder, and the Collateral Agent and the Secured Parties shall not hereunder or otherwise (i) assume any obligation or liability under or in connection with the Charter Documents or the certificates representing the Pledged Equity to any Person, and any such assumption is hereby expressly disclaimed, or (ii) be deemed to have or be vested with the duties, responsibilities or powers of the management of any of the Pledged Entities.

Appears in 3 contracts

Samples: Pledge Agreement (Lee Enterprises, Inc), Pledge Agreement (Lee Enterprises, Inc), Pledge Agreement (Lee Enterprises, Inc)

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No Assumption. This Agreement is executed and delivered to the Collateral Escrow Agent, for the benefit of itself and the Secured Parties, for collateral security purposes only. Notwithstanding anything herein to the contrary: (a) each Pledgor Grantor shall remain liable under the contracts and agreements included in the Pledged Collateral to the extent set forth therein, therein and shall perform all of its duties and obligations under such contracts and agreements to the same extent as if this Agreement had not been executed; (b) the exercise by the Collateral Escrow Agent or any Secured Party the Noteholders of any of its rights hereunder shall not release any Pledgor Grantor from any of its duties or obligations under any such contracts or agreements included in the Pledged Collateral; and (c) Neither the Collateral Escrow Agent and nor the Secured Parties Noteholders shall not have any obligation or liability under any such contracts or agreements included in the Pledged Collateral by reason of this Agreement, nor shall the Collateral Escrow Agent or any Secured Party the Noteholders be obligated to perform any of the obligations or duties of any Pledgor Grantor thereunder or to take any action to collect or enforce any claim for payment assigned hereunder, and the Collateral neither the Escrow Agent and nor the Secured Parties shall not Noteholders shall, hereunder or otherwise otherwise, (i) assume any obligation or liability under or in connection with the Charter Documents or the certificates representing the Pledged Equity Shares to any Person, and any such assumption is hereby expressly disclaimed, or (ii) be deemed to have or be vested with the duties, responsibilities or powers of the management of any of the Pledged EntitiesCompany.

Appears in 1 contract

Samples: Pledge Agreement (HCW Biologics Inc.)

No Assumption. This Agreement is executed and delivered to the Collateral Escrow Agent, for the benefit of itself and the Secured Parties, for collateral security purposes only. Notwithstanding anything herein to the contrary: (a) each Pledgor Grantor shall remain liable under the contracts and agreements included in the Pledged Collateral to the extent set forth therein, therein and shall perform all of its duties and obligations under such contracts and agreements to the same extent as if this Agreement had not been executed; (b) the exercise by the Collateral Escrow Agent or any Secured Party the Noteholders of any of its rights hereunder shall not release any Pledgor Grantor from any of its duties or obligations under any such contracts or agreements included in the Pledged Collateral; and (c) neither the Collateral Escrow Agent and nor the Secured Parties Noteholders shall not have any obligation or liability under any such contracts or agreements included in the Pledged Collateral by reason of this Agreement, nor shall the Collateral Escrow Agent or any Secured Party the Noteholders be obligated to perform any of the obligations or duties of any Pledgor Grantor thereunder or to take any action to collect or enforce any claim for payment assigned hereunder, and the Collateral neither the Escrow Agent and nor the Secured Parties shall not Noteholders shall, hereunder or otherwise otherwise, (i) assume any obligation or liability under or in connection with the Charter Documents or the certificates representing the Pledged Equity Shares to any Person, and any such assumption is hereby expressly disclaimed, or (ii) be deemed to have or be vested with the duties, responsibilities or powers of the management of any of the Pledged EntitiesCompany.

Appears in 1 contract

Samples: Pledge Agreement (HCW Biologics Inc.)

No Assumption. This Agreement is executed and delivered to the Collateral Agent, for the benefit of itself and the Secured Parties, Party for collateral security purposes only. Notwithstanding anything herein to the contrary: (a) each Pledgor shall remain liable under the contracts and agreements included in the Pledged Collateral to the extent set forth therein, and shall perform all of its duties and obligations under such contracts and agreements to the same extent as if this Agreement had not been executed; (b) the exercise by the Collateral Agent or any Secured Party of any of its rights hereunder shall not release any Pledgor from any of its duties or obligations under any such contracts or agreements included in the Pledged Collateral; and (c) the Collateral Agent and the Secured Parties Party shall not have any obligation or liability under any such contracts or agreements included in the Pledged Collateral by reason of this Agreement, nor shall the Collateral Agent or any Secured Party be obligated to perform any of the obligations or duties of any Pledgor thereunder or to take any action to collect or enforce any claim for payment assigned hereunder, and the Collateral Agent and the Secured Parties Party shall not hereunder or otherwise (i) assume any obligation or liability under or in connection with the Charter Documents or the certificates representing the Pledged Equity Operating Agreement to any Person, and any such assumption is hereby expressly disclaimed, or (ii) be deemed to be, or otherwise have the duties or be responsibilities of, a member or a managing member vested with the duties, powers and responsibilities or powers of the management of any of the Pledged EntitiesCompany.

Appears in 1 contract

Samples: Membership Interest Pledge Agreement (Advanced BioEnergy, LLC)

No Assumption. This Agreement is executed and delivered to the Collateral Agent, for the benefit of itself and the Secured Parties, Lender for collateral security purposes only. Notwithstanding anything herein to the contrary: (a) each Each Pledgor shall remain liable under the contracts and agreements included in the Pledged Collateral to the extent set forth therein, and shall perform all of its duties and obligations under such contracts and agreements to the same extent as if this Agreement had not been executed; (b) the exercise by the Collateral Agent or any Secured Party Lender of any of its rights hereunder shall not release any Pledgor from any of its duties or obligations under any such contracts or agreements included in the Pledged Collateral; and (c) the Collateral Agent and the Secured Parties Lender shall not have any obligation or liability under any such contracts or agreements included in the Pledged Collateral by reason of this Agreement, nor shall the Collateral Agent or any Secured Party Lender be obligated to perform any of the obligations or duties of any Pledgor thereunder or to take any action to collect or enforce any claim for payment assigned hereunder, and the Collateral Agent and the Secured Parties Lender shall not hereunder or otherwise (i) assume any obligation or liability under or in connection with the any Charter Documents Document or the certificates representing the Pledged Equity to any Person, and any such assumption is hereby expressly disclaimed, or (ii) be deemed to have or be vested with the duties, responsibilities or powers of the management of any of the Pledged Entities.

Appears in 1 contract

Samples: Credit Agreement (Microsemi Corp)

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No Assumption. This Agreement is executed and delivered to the Collateral Administrative Agent, for the benefit of itself and the Secured Parties, for collateral security purposes only. Notwithstanding anything herein to the contrary: (a) each Pledgor shall remain liable under the contracts and agreements included in the Pledged Collateral to the extent set forth therein, therein and shall perform all of its duties and obligations under such contracts and agreements to the same extent as if this Agreement had not been executed; (b) the exercise by the Collateral Administrative Agent or any Secured Party of any of its rights hereunder shall not release any Pledgor from any of its duties or obligations under any such contracts or agreements included in the Pledged Collateral; and (c) the Collateral Administrative Agent and the Secured Parties shall not have any obligation or liability under any such contracts or agreements included in the Pledged Collateral by reason of this Agreement, nor shall the Collateral Administrative Agent or any Secured Party be obligated to perform any of the obligations or duties of any Pledgor thereunder or to take any action to collect or enforce any claim for payment assigned hereunder, and the Collateral Administrative Agent and the Secured Parties shall not hereunder or otherwise (i) assume any obligation or liability under or in connection with the Charter Documents or the certificates representing the Pledged Equity Shares to any Person, and any such assumption is hereby expressly disclaimed, or (ii) be deemed to have or be vested with the duties, responsibilities or powers of the management of any of the Pledged EntitiesCompany.

Appears in 1 contract

Samples: Pledge Agreement (Intercloud Systems, Inc.)

No Assumption. This Pledge Agreement is executed and delivered to the Collateral Agent, for the benefit of itself and the Secured Parties, Agent for collateral security purposes only. Notwithstanding anything herein to the contrary: (a) each Each Pledgor shall remain liable under the any contracts and agreements included in the Pledged Collateral to the extent set forth therein, and shall perform all of its duties and obligations under such contracts and agreements to the same extent as if this Pledge Agreement had not been executed; (b) the exercise by the Collateral Agent or any Secured Party of any of its or their rights hereunder shall not release any Pledgor from any of its duties or obligations under any such contracts or agreements included in the Pledged Collateral; and (c) the Collateral Agent and the Secured Parties shall not have any obligation or liability under any such contracts or agreements included in the Pledged Collateral by reason of this Pledge Agreement, nor shall the Collateral Agent or any Secured Party be obligated to perform any of the obligations or duties of any Pledgor thereunder or to take any action to collect or enforce any claim for payment assigned hereunder, and the Collateral Agent and the Secured Parties shall not hereunder or otherwise (i) assume any obligation or liability under or in connection with the Charter Documents or the certificates representing the Pledged Equity to any Person, and any such assumption is hereby expressly disclaimed, or (ii) be deemed to have or be vested with the duties, responsibilities or powers of the management of any of the Pledged Entities.

Appears in 1 contract

Samples: Stock Pledge Agreement (Westaff Inc)

No Assumption. This Agreement is executed and delivered to the Collateral Agent, for the benefit of itself and the other Secured Parties, for collateral security purposes only. Notwithstanding anything herein to the contrary: (a) each Pledgor shall remain liable under the contracts and agreements included in the Pledged Collateral to the extent set forth therein, and shall perform all of its duties and obligations under such contracts and agreements to the same extent as if this Agreement had not been executed; (b) the exercise by the Collateral Agent or any other Secured Party of any of its rights hereunder shall not release any Pledgor from any of its duties or obligations under any such contracts or agreements included in the Pledged Collateral; and (c) the Collateral Agent and the other Secured Parties shall not have any obligation or liability under any such contracts or agreements included in the Pledged Collateral by reason of this Agreement, nor shall the Collateral Agent or any other Secured Party be obligated to perform any of the obligations or duties of any Pledgor thereunder or to take any action to collect or enforce any claim for payment assigned hereunder, and the Collateral Agent and the other Secured Parties shall not hereunder or otherwise (i) assume any obligation or liability under or in connection with the Charter Documents or the certificates representing the Pledged Equity to any Person, and any such assumption is hereby expressly disclaimed, or (ii) have or be deemed to have or be vested with the duties, responsibilities or powers of the management of any of the Pledged Entities.

Appears in 1 contract

Samples: Pledge Agreement (ZaZa Energy Corp)

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