Common use of No Assumption Clause in Contracts

No Assumption. Notwithstanding any of the foregoing, whether or not an Event of Default shall have occurred, and whether or not Pledgee elects to foreclose on its security interest in the Collateral as set forth herein, neither the execution of this Agreement, receipt by Pledgee of any of Pledgor's right, title and interest in and to the Collateral and the payments, proceeds and products of the Collateral, now or hereafter due to Pledgor from any obligor of the Collateral, nor Pledgee's foreclosure of its security interest in the Collateral, shall in any way be deemed to obligate Pledgee to assume any of Pledgor's obligations, duties or liabilities under the Collateral or any agreements constituting the Collateral, as presently existing or as hereafter amended, or under any and all other agreements now existing or hereafter drafted or executed (collectively, the "Pledgor's Liabilities"), unless Pledgee otherwise agrees to assume any or all of Pledgor's Liabilities in writing. In the event of foreclosure by Pledgee of its security interest in the Collateral, Pledgor shall remain bound and obligated to perform the Pledgor's Liabilities to the extent required under the Operating Agreement, and Pledgee shall not be deemed to have assumed any of the Pledgor's Liabilities, except as provided in the preceding sentence. In the event the entity or person acquiring the Collateral at a foreclosure sale elects to assume the Pledgor's Liabilities, such assignee shall agree to be bound by the terms and provisions of the applicable agreement.

Appears in 5 contracts

Samples: Pledge and Security Agreement (Wellsford Real Properties Inc), Pledge and Security Agreement (Equity Residential Properties Trust), Pledge and Security Agreement (Wellsford Residential Property Trust)

AutoNDA by SimpleDocs

No Assumption. Notwithstanding any of the foregoing, whether or not an Event of Default shall have occurred, and whether or not Pledgee elects to foreclose on its his security interest in the Collateral as set forth herein, neither the execution of this Agreement, receipt by Pledgee of any of Pledgor's right, title and interest in and to the Collateral and the payments, proceeds and products of the Collateral, now or hereafter due to Pledgor from any obligor of the Collateral, nor Pledgee's foreclosure of its his security interest in the Collateral, shall in any way be deemed to obligate Pledgee to assume any of Pledgor's obligations, duties or liabilities under the Collateral or any agreements constituting the Collateral, as presently existing or as hereafter amended, or under any and all other agreements now existing or hereafter drafted or executed (collectively, the "Pledgor's Liabilities"), unless Pledgee otherwise agrees to assume any or all of the Pledgor's Liabilities in writing. In the event of foreclosure by Pledgee of its his security interest in the Collateral, Pledgor shall remain bound and obligated to perform the Pledgor's Liabilities to the extent required under the Operating Agreement, Agreement and Pledgee shall not be deemed to have assumed any of the Pledgor's Liabilities, except as provided in the preceding sentence. In the event the entity or person acquiring the Collateral at a foreclosure sale elects to assume the Pledgor's Liabilities, such assignee shall agree to be bound by the terms and provisions of the applicable agreement.

Appears in 5 contracts

Samples: Pledge and Security Agreement (Wellsford Real Properties Inc), Pledge and Security Agreement (Wellsford Residential Property Trust), Pledge and Security Agreement (Wellsford Residential Property Trust)

No Assumption. Notwithstanding any of the foregoing, whether or not an Event of Default shall have occurred, and whether or not Pledgee Lender elects to foreclose on its security interest in the Collateral as set forth herein, neither the execution of this Agreement, receipt by Pledgee Lender of any of Pledgor's Borrower’s right, title and interest in and to the Collateral and the payments, proceeds and products of the Collateral, now or hereafter due to Pledgor Borrower from any obligor of the Collateral, nor Pledgee's Lender’s foreclosure of its security interest in the Collateral, shall in any way be deemed to obligate Pledgee Lender to assume any of Pledgor's Borrower’s obligations, duties duties, expenses or liabilities under the Collateral or any agreements constituting the Collateral, as presently existing or as hereafter amended, or under any and all other agreements now existing or hereafter drafted or executed (collectively, the "Pledgor's “Borrower’s Liabilities"), unless Pledgee Lender otherwise agrees to assume any or all of Pledgor's Borrower’s Liabilities in writing. In the event of foreclosure by Pledgee Lender of its security interest in the Collateral, Pledgor Borrower shall remain bound and obligated to perform the Pledgor's its Borrower’s Liabilities to the extent required under the Operating Agreement, and Pledgee Lender shall not be deemed to have assumed any of the Pledgor's Borrower’s Liabilities, except as provided in the preceding sentence. In the event the entity or person acquiring the Collateral at a foreclosure sale elects to assume the Pledgor's Borrower’s Liabilities, such assignee shall agree to be bound by the terms and provisions of the applicable agreement.

Appears in 3 contracts

Samples: Security Agreement (Accentia Biopharmaceuticals Inc), Loan and Security Agreement (Accentia Biopharmaceuticals Inc), Loan and Security Agreement (Biovest International Inc)

No Assumption. Notwithstanding any of the foregoing, whether or this Agreement shall not an Event of Default shall have occurred, and whether or not Pledgee elects to foreclose on its security interest in the Collateral as set forth herein, neither the execution of this Agreement, receipt by Pledgee of any of Pledgor's right, title and interest in and to the Collateral and the payments, proceeds and products of the Collateral, now or hereafter due to Pledgor from any obligor of the Collateral, nor Pledgee's foreclosure of its security interest in the Collateral, shall in any way be deemed to obligate Pledgee Secured Party, any Bank or any purchaser at a foreclosure sale under this Agreement to assume any of PledgorGrantor's obligations, duties duties, expenses or liabilities under any Partnership Agreement (including without limitation Grantor's obligations as a general partner for the Collateral or debts and obligations of any agreements constituting respective Company and to manage the Collateral, as presently existing or as hereafter amended, business and affairs of such Company) or under any and all other agreements now existing or hereafter drafted or executed (collectively, the "Pledgor's LiabilitiesGRANTOR OBLIGATIONS")) unless Secured Party, unless Pledgee such Bank or such purchaser otherwise expressly agrees to assume any or all of Pledgor's Liabilities said Grantor Obligations in writing. In the event of foreclosure by Pledgee Secured Party on behalf of its security interest in the CollateralBanks, Pledgor Grantor shall remain bound and obligated to perform the Pledgor's Liabilities to the extent required under the Operating Agreement, Grantor Obligations and Pledgee neither Secured Party nor any Bank shall not be deemed to have assumed any of the Pledgor's Liabilities, such Grantor Obligations except as provided in the preceding sentence. In Without limiting the generality of the foregoing, neither the grant of the security interest in the Collateral in favor of Secured Party as provided herein nor the exercise by Secured Party of any of its rights hereunder nor any action by Secured Party in connection with a foreclosure on the Collateral shall be deemed to constitute Secured Party or any Bank a general partner of any Company; provided, however, that in the event the entity Secured Party or person acquiring the any purchaser of Collateral at a foreclosure sale elects to assume become a substituted general partner of any Company in place of Grantor, Secured Party or such purchaser, as the Pledgor's Liabilitiescase may be, such assignee shall adopt in writing the respective Partnership Agreement and agree to be bound by the terms and provisions of the applicable agreementthereof.

Appears in 2 contracts

Samples: Subsidiary Partnership Security Agreement (American Homepatient Inc), Borrower Partnership Security Agreement (American Homepatient Inc)

No Assumption. Notwithstanding any of the foregoing, whether or this Agreement shall not an Event of Default shall have occurred, and whether or not Pledgee elects to foreclose on its security interest in the Collateral as set forth herein, neither the execution of this Agreement, receipt by Pledgee of any of Pledgor's right, title and interest in and to the Collateral and the payments, proceeds and products of the Collateral, now or hereafter due to Pledgor from any obligor of the Collateral, nor Pledgee's foreclosure of its security interest in the Collateral, shall in any way be deemed to obligate Pledgee Secured Party, any Bank or any purchaser at a foreclosure sale under this Agreement to assume any of Pledgor's Grantor’s obligations, duties duties, expenses or liabilities under any Partnership Agreement (including without limitation Grantor’s obligations as a general partner for the Collateral or debts and obligations of any agreements constituting respective Company and to manage the Collateral, as presently existing or as hereafter amended, business and affairs of such Company) or under any and all other agreements now existing or hereafter drafted or executed (collectively, the "Pledgor's Liabilities")“GRANTOR OBLIGATIONS”) unless Secured Party, unless Pledgee such Bank or such purchaser otherwise expressly agrees to assume any or all of Pledgor's Liabilities said Grantor Obligations in writing. In the event of foreclosure by Pledgee Secured Party on behalf of its security interest in the CollateralBanks, Pledgor Grantor shall remain bound and obligated to perform the Pledgor's Liabilities to the extent required under the Operating Agreement, Grantor Obligations and Pledgee neither Secured Party nor any Bank shall not be deemed to have assumed any of the Pledgor's Liabilities, such Grantor Obligations except as provided in the preceding sentence. In Without limiting the generality of the foregoing, neither the grant of the security interest in the Collateral in favor of Secured Party as provided herein nor the exercise by Secured Party of any of its rights hereunder nor any action by Secured Party in connection with a foreclosure on the Collateral shall be deemed to constitute Secured Party or any Bank a general partner of any Company; provided, however, that in the event the entity Secured Party or person acquiring the any purchaser of Collateral at a foreclosure sale elects to assume become a substituted general partner of any Company in place of Grantor, Secured Party or such purchaser, as the Pledgor's Liabilitiescase may be, such assignee shall adopt in writing the respective Partnership Agreement and agree to be bound by the terms and provisions of the applicable agreementthereof.

Appears in 2 contracts

Samples: Borrower Partnership Security Agreement (American Homepatient Inc), Subsidiary Partnership Security Agreement (American Homepatient Inc)

No Assumption. Notwithstanding any of the foregoing, whether or not an Event of Default shall have has occurred, and whether or not Pledgee Secured Party elects to foreclose on its security interest in the Collateral as set forth herein, neither the execution of this Agreement, receipt by Pledgee Secured Party of any of Pledgor's Loan Party’s right, title and interest in and to the Collateral and the payments, proceeds Proceeds and products of the Collateral, now or hereafter due to Pledgor a Loan Party from any obligor of the Collateralobligor, nor Pledgee's Secured Party’s foreclosure of its security interest in the Collateral, shall in any way be deemed to obligate Pledgee Secured Party to assume any of Pledgor's a Loan Party’s obligations, duties duties, expenses or liabilities under the Collateral or any agreements constituting the included in Collateral, as presently existing or as hereafter amended, or under any and all other agreements now existing or hereafter drafted or executed (collectively, the "Pledgor's “Debtor’s Liabilities"), unless Pledgee Secured Party otherwise agrees to assume any or all of Pledgor's Debtor’s Liabilities in writing. In the event of foreclosure by Pledgee Secured Party of its security interest in the Collateral, Pledgor the applicable Loan Party shall remain bound and obligated to perform the Pledgor's its Debtor’s Liabilities to the extent required under the Operating Agreement, and Pledgee Secured Party shall not be deemed to have assumed any of the Pledgor's Debtor’s Liabilities, except as provided in the preceding sentence. In the event If the entity or person acquiring the Collateral at a foreclosure sale elects to assume the Pledgor's Debtor’s Liabilities, such assignee shall agree to be bound by the terms and provisions of any agreement applicable to the applicable agreementacquired Collateral.

Appears in 1 contract

Samples: Pledge and Security Agreement (Talon International, Inc.)

No Assumption. Notwithstanding any of the foregoing, whether or not an Event of Default shall have occurred, occurred hereunder and whether or not Pledgee Collateral Agent elects to foreclose on its the security interest in the Collateral as set forth herein, neither the execution of this Pledge Agreement, receipt by Pledgee Collateral Agent of any of Pledgor's right’s rights, title and interest interests in and to the Collateral and the payments, proceeds and products of the Collateralany distributions, now or hereafter due to any Pledgor from any obligor Issuer, nor Collateral Agent’s foreclosure of the Collateral, nor Pledgee's foreclosure of its security interest in the Collateral, shall in any way be deemed to obligate Pledgee Collateral Agent to assume any of any Pledgor's ’s obligations, duties duties, expenses or liabilities under the Collateral or any agreements constituting the Collateral, agreement as presently existing or as hereafter amended, or under any and all other agreements now existing or hereafter drafted or executed in respect of the Issuer (collectively, the "Pledgor's Liabilities"“Issuer Obligations”), unless Pledgee Pledgees otherwise expressly agrees to assume any or all of Pledgor's Liabilities the Issuer Obligations in writing. In the event of foreclosure by Pledgee of its security interest in Collateral Agent, the Collateral, Pledgor shall remain bound and obligated to perform the Pledgor's Liabilities to the extent required under the Operating Agreement, Issuer Obligations and Pledgee Collateral Agent shall not be deemed to have assumed any of the Pledgor's Liabilities, such Issuer Obligations except as provided in the preceding sentence. In the event the entity or person acquiring the Collateral at a foreclosure sale elects to assume the Pledgor's Liabilities, such assignee shall agree to be bound by the terms and provisions of the applicable agreement.

Appears in 1 contract

Samples: Pledge Agreement (Care Concepts I Inc /Fl/)

AutoNDA by SimpleDocs

No Assumption. Notwithstanding any of the foregoing, whether or not an Event of Default shall have has occurred, and whether or not Pledgee Secured Party elects to foreclose on its security interest in the Collateral as set forth herein, neither the execution of this Agreement, receipt by Pledgee Secured Party of any of PledgorDebtor's right, title and interest in and to the Collateral and the payments, proceeds and products of the Collateral, now or hereafter due to Pledgor Debtor from any obligor of the Collateral, nor PledgeeSecured Party's foreclosure of its security interest in the Collateral, shall in any way be deemed to obligate Pledgee Secured Party to assume any of PledgorDebtor's obligations, duties duties, expenses or liabilities under the Collateral or any agreements constituting the Collateral, as presently existing or as hereafter amended, or under any and all other agreements now existing or hereafter drafted or executed (collectively, the "PledgorDebtor's Liabilities"), unless Pledgee Secured Party otherwise agrees to assume any or all of PledgorXxxxxx's Liabilities in writing. In the event of foreclosure by Pledgee Secured Party of its security interest in the Collateral, Pledgor Debtor shall remain bound and obligated to perform the Pledgorits Debtor's Liabilities to the extent required under the Operating Agreement, and Pledgee Secured Party shall not be deemed to have assumed any of the PledgorDebtor's Liabilities, except as provided in the preceding sentence. In the event If the entity or person acquiring the Collateral at a foreclosure sale elects to assume the PledgorDebtor's Liabilities, such assignee shall agree to be bound by the terms and provisions of the applicable agreement.

Appears in 1 contract

Samples: Pledge and Security Agreement

No Assumption. Notwithstanding any of the foregoing, whether or not an Event of Default shall have occurred, and whether or not Pledgee Lender elects to foreclose on its security interest in the Collateral as set forth herein, neither the execution of this Agreement, nor receipt by Pledgee Lender of any of Pledgor's Borrower’s right, title and interest in and to the Collateral and the payments, proceeds and products of the Collateral, now or hereafter due to Pledgor Borrower from any obligor of the Collateral, nor Pledgee's Lender’s foreclosure of its security interest in the Collateral, shall in any way be deemed to obligate Pledgee Lender to assume any of Pledgor's Borrower’s obligations, duties duties, expenses or liabilities under the Collateral or any agreements constituting the Collateral, as presently existing or as hereafter amended, or under any and all other agreements now existing or hereafter drafted or executed (collectively, the "Pledgor's “Borrower’s Liabilities"), unless Pledgee Lender otherwise agrees to assume any or all of Pledgor's Borrower’s Liabilities in writing. In the event of foreclosure by Pledgee Lender of its security interest in the Collateral, Pledgor Borrower shall remain bound and obligated to perform the Pledgor's its Borrower’s Liabilities to the extent required under the Operating Agreement, and Pledgee Lender shall not be deemed to have assumed any of the Pledgor's Borrower’s Liabilities, except as provided in the preceding sentence. In the event the entity or person acquiring the Collateral at a foreclosure sale elects to assume the Pledgor's Borrower’s Liabilities, such assignee shall agree to be bound by the terms and provisions of the applicable agreement.

Appears in 1 contract

Samples: Loan and Security Agreement

No Assumption. Notwithstanding any of the foregoing, whether or not an Event of Default shall have has occurred, and whether or not Pledgee Secured Party elects to foreclose on its security interest in the Collateral as set forth herein, neither the execution of this Agreement, receipt by Pledgee Secured Party of any of PledgorDebtor's right, title and interest in and to the Collateral and the payments, proceeds and products of the Collateral, now or hereafter due to Pledgor Debtor from any obligor of the Collateral, nor PledgeeSecured Party's foreclosure of its security interest in the Collateral, shall in any way be deemed to obligate Pledgee Secured Party to assume any of PledgorDebtor's obligations, duties duties, expenses or liabilities under the Collateral or any agreements constituting the Collateral, as presently existing or as hereafter amended, or under any and all other agreements now existing or hereafter drafted or executed (collectively, the "PledgorDebtor's Liabilities"), unless Pledgee Secured Party otherwise agrees to assume any or all of PledgorDebtor's Liabilities in writing. In the event of foreclosure by Pledgee Secured Party of its security interest in the Collateral, Pledgor Debtor shall remain bound and obligated to perform the Pledgorits Debtor's Liabilities to the extent required under the Operating Agreement, and Pledgee Secured Party shall not be deemed to have assumed any of the PledgorDebtor's Liabilities, except as provided in the preceding sentence. In the event If the entity or person acquiring the Collateral at a foreclosure sale elects to assume the PledgorDebtor's Liabilities, such assignee shall agree to be bound by the terms and provisions of the applicable agreement.

Appears in 1 contract

Samples: Pledge and Security Agreement

No Assumption. Notwithstanding any of the foregoing, whether or not an Event of Default shall have occurred, and whether or not Pledgee elects to foreclose on its security interest in the Collateral as set forth herein, neither the execution of this Agreement, receipt by Pledgee of any of Pledgor's right, title and interest in and to the Collateral and the payments, proceeds and products of the Collateral, now or hereafter due to Pledgor from any obligor of the Collateral, nor Pledgee's foreclosure of its security interest in the Collateral, shall in any way be deemed to obligate Pledgee to assume any of Pledgor's obligations, duties or liabilities under the Collateral or any agreements constituting the Collateral, as presently existing or as hereafter amended, or under any and all other agreements now existing or hereafter drafted or executed (collectively, the "Pledgor's LiabilitiesPLEDGOR'S LIABILITIES"), unless Pledgee otherwise agrees to assume any or all of Pledgor's Liabilities in writing. In the event of foreclosure by Pledgee of its security interest in the Collateral, Pledgor shall remain bound and obligated to perform the Pledgor's Liabilities to the extent required under the Operating Agreement, and Pledgee shall not be deemed to have assumed any of the Pledgor's Liabilities, except as provided in the preceding sentence. In the event the entity or person acquiring the Collateral at a foreclosure sale elects to assume the Pledgor's Liabilities, such assignee shall agree to be bound by the terms and provisions of the applicable agreement.

Appears in 1 contract

Samples: Pledge and Security Agreement (Wellsford Real Properties Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.