No Creditor Rights Sample Clauses

No Creditor Rights. Buyer and Seller shall be entitled to payments from the Escrow Funds solely in accordance with the terms hereof. No creditor of Buyer or Seller will have any rights in or to the Escrow Funds so long as they remain subject to the terms of this Agreement.
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No Creditor Rights. Unless otherwise provided in this Plan or in an Agreement, no Option shall be subject to the claims of Participant's creditors and no Option may be transferred, assigned, alienated or encumbered in any way other than by will or the laws of descent and distribution or to a Representative upon the death of the Participant.
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No Creditor Rights. The Buyer and the Company Stockholders shall be entitled to receive Escrow Shares solely in accordance with the terms hereof. No creditor of the Buyer, the Company, the Exchange Agent or the Company Stockholders will have any rights in or to the Escrow Shares so long as such Escrow Shares remain subject to the terms of this Agreement.
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No Creditor Rights. The rights of each Private Perpetual Preferred Unit holder pursuant to this Partnership Unit Designation arise solely from its ownership as a Limited Partner of Partnership Interests in the Partnership and not from it being a creditor of the Partnership, and none of such shall constitute a “claim” as such term is defined in Section 101 of the United States Bankruptcy Code as in effect as of the date of this Partnership Unit Designation; provided, however, that any rights in respect of such Private Perpetual Preferred Units shall constitute equity interests, it being agreed and understood that no holder is waiving any equity interest it has in the Partnership or any rights to assert any such interests in any bankruptcy proceeding or otherwise.
Sample 1
No Creditor Rights. The Escrow Funds shall be held as a trust fund, subject to the sole dominion and control of the Escrow Agent, who shall have sole legal title thereto, and shall not be subject to lien or attachment of any creditor of any party hereto and shall be used solely for the purposes and subject to the conditions set forth herein. No creditor of Purchaser or Seller shall have any rights in or to the Escrow Funds so long as they remain subject to the terms of this Agreement. In addition, in order to effectuate the parties' intentions under this Agreement, Purchaser hereby grants to Seller and Seller hereby grants to Purchaser, a security interest in all of the grantor's rights, title and interest in and to the Escrow Funds and any proceeds thereof (as such term is defined in Section 9-306 of the Uniform Commercial Code) so long as the Escrow Funds and/or any such proceeds remain subject to the terms of this Agreement. In addition, Purchaser and Seller hereby appoint the Escrow Agent as Purchaser's and Seller's agent for possession of the Escrow Funds in order to perfect Purchaser's and Seller's respective security interests therein. The Escrow Agent agrees to this appointment and acknowledges that, in connection with the security interest granted in this Section 9, it is acting as bailee with respect to such Escrow Funds and/or such proceeds on behalf of Purchaser and Seller. Purchaser and Seller further agree to take any and all necessary additional steps to perfect and continue perfection of the security interests granted hereunder. The Escrow Agent hereby waives any and all rights to offset that it may have against the Escrow Funds, including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, indemnified costs or other losses (collectively "Escrow Agent Claims") that the Escrow Agent may be otherwise be entitled to collect from any party to this Agreement, other than Escrow Agent Claims arising under this Agreement.
Sample 1
No Creditor Rights. (a) No benefits or money payable from this Fund shall be subject to any manner of anticipation, alienation, sale, transfer, assignment, pledge, encumbrance by any person claiming or entitled to benefits hereunder except as expressly permitted by the Trustees under the terms of this Trust Agreement or the Plan Document or by Regulation; nor shall any benefit payment nor the right to any benefit payment or any interest in this Fund be subject to seizure by any creditor of any person entitled to an interest herein under any execution, writ, or proceedings at law or in equity, except as expressly authorized by this Trust Agreement, the Plan Document, or by regulation adopted by the Trustees. (b) In the event any attachment, garnishment, levy, or other legal process of any kind is served upon the Fund by any creditor of an employee or beneficiary claiming rights to any benefit due to an employee or beneficiary, the Trustees may withhold payment of the benefit until the creditor's attempt to secure the benefit has been quashed or otherwise withdrawn.
Sample 1
No Creditor Rights. No creditor of Buyer, the Company, the Escrow Agent or the Seller Representative will have any rights in or to the Escrow Fund. The Escrow Agent further expressly waives any lien, encumbrance or right of set-off whatsoever that the Escrow Agent may be otherwise entitled to under applicable Law with respect to Escrow Fund deposited with the Escrow Agent hereunder by reason of any compensation or indemnification owed to the Escrow Agent.
Sample 1
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No Creditor Rights. The rights of each Series Four Preferred Unit holder pursuant to this Certificate arise solely from its ownership as a Limited Partner of Partnership Interests in the Partnership and not from it being a creditor of the Partnership and none of such rights with respect to any required redemption shall constitute a “claim” as such term is defined in Section 101 of the United States Bankruptcy Code as in effect as of the date of this Certificate; provided, however, that any rights in respect of such Series Four Preferred Units shall constitute equity interests of each Partner hereunder, it being agreed and understood that no Partner is waiving any equity interest it has in the Partnership or any rights to assert any such interests in any bankruptcy proceeding or otherwise.
Sample 1
No Creditor Rights. Buyer and Seller shall be entitled to payments from the Escrow Funds solely in accordance with the terms hereof. No creditor of Buyer or Seller will have any rights in or to the Escrow Funds. Accordingly, in order to effectuate the parties’ intentions under this Agreement, Buyer hereby grants to Seller and Seller hereby grants to Buyer, a security interest in all of the grantor’s rights, title and interest in and to the Escrow Funds and any proceeds (as such term is defined in Section 9-102 of the Uniform Commercial Code) of such funds so long as the Escrow Funds and/or any such proceeds remain subject to the terms of this Agreement. In addition, Buyer and Seller hereby appoint the Escrow Agent as Buyer’s and Seller’s agent for possession of the Escrow Funds to perfect Buyer’s and Seller’s respective security interests therein. The Escrow Agent agrees to this appointment and acknowledges that, in connection with the security interest granted in this Paragraph 7, it is acting as bailee with respect to such Escrow Funds and/or such proceeds on behalf of Buyer and Seller. Buyer and Seller further agree to take any and all necessary additional steps to perfect and continue perfection of the security interests granted hereunder.
Sample 1

Related to No Creditor Rights

  • Setoff Rights During the continuance of any Event of Default, each Lender is hereby authorized by each Borrower at any time or from time to time, with reasonably prompt subsequent notice to such Borrower (any prior or contemporaneous notice being hereby expressly waived) to set off and to appropriate and to apply any and all (a) balances held by such Lender or any of such Lender’s Affiliates at any of its offices for the account of such Borrower or any of its Subsidiaries (regardless of whether such balances are then due to such Borrower or its Subsidiaries), and (b) other property at any time held or owing by such Lender to or for the credit or for the account of such Borrower or any of its Subsidiaries, against and on account of any of the Obligations; except that no Lender shall exercise any such right without the prior written consent of Agent. Any Lender exercising a right to set off shall purchase for cash (and the other Lenders shall sell) interests in each of such other Lender’s Pro Rata Share of the Obligations as would be necessary to cause all Lenders to share the amount so set off with each other Lender in accordance with their respective Pro Rata Share of the Obligations. Each Borrower agrees, to the fullest extent permitted by law, that any Lender and any of such Lender’s Affiliates may exercise its right to set off with respect to the Obligations as provided in this Section 10.6.

  • License Rights The Recipient must provide a license to its “subject data” to the Federal Government, which license is: (a) Royalty-free, (b) Non-exclusive, and (c) Irrevocable, (2) Uses. The Federal Government’s license must permit the Federal Government to take the following actions provided those actions are taken for Federal Government purposes: (a) Reproduce the subject data, (b) Publish the subject data, (c) Otherwise use the subject data, and (d) Permit other entities or individuals to use the subject data, and

  • Secured Party’s Rights and Remedies If at any time (1) an Event of Default or Specified Condition with respect to the Pledgor has occurred and is continuing or (2) an Early Termination Date has occurred or been designated as the result of an Event of Default or Specified Condition with respect to the Pledgor, then, unless the Pledgor has paid in full all of its Obligations that are then due, the Secured Party may exercise one or more of the following rights and remedies: (i) all rights and remedies available to a secured party under applicable law with respect to Posted Collateral held by the Secured Party; (ii) any other rights and remedies available to the Secured Party under the terms of Other Posted Support, if any; (iii) the right to Set-off any amounts payable by the Pledgor with respect to any Obligations against any Posted Collateral or the Cash equivalent of any Posted Collateral held by the Secured Party (or any obligation of the Secured Party to Transfer that Posted Collateral); and (iv) the right to liquidate any Posted Collateral held by the Secured Party through one or more public or private sales or other dispositions with such notice, if any, as may be required under applicable law, free from any claim or right of any nature whatsoever of the Pledgor, including any equity or right of redemption by the Pledgor (with the Secured Party having the right to purchase any or all of the Posted Collateral to be sold) and to apply the proceeds (or the Cash equivalent thereof) from the liquidation of the Posted Collateral to any amounts payable by the Pledgor with respect to any Obligations in that order as the Secured Party may elect. Each party acknowledges and agrees that Posted Collateral in the form of securities may decline speedily in value and is of a type customarily sold on a recognized market, and, accordingly, the Pledgor is not entitled to prior notice of any sale of that Posted Collateral by the Secured Party, except any notice that is required under applicable law and cannot be waived.

  • No Waiver; Cumulative Rights No failure on the part of the Guaranteed Party to exercise, and no delay in exercising, any right, remedy or power hereunder shall operate as a waiver thereof; nor shall any single or partial exercise by the Guaranteed Party of any right, remedy or power hereunder preclude any other or future exercise of any right, remedy or power hereunder. Each and every right, remedy and power hereby granted to the Guaranteed Party or allowed it by Law shall be cumulative and not exclusive of any other, and may be exercised by the Guaranteed Party at any time or from time to time. The Guaranteed Party shall not have any obligation to proceed at any time or in any manner against, or exhaust any or all of the Guaranteed Party’s rights against, Parent or any other person (including any Other Guarantor) liable for any of the Obligations prior to proceeding against the Guarantor hereunder, and the failure by the Guaranteed Party to pursue rights or remedies against Parent or Merger Sub (or any Other Guarantor) shall not relieve the Guarantor of any liability hereunder, and shall not impair or affect the rights and remedies, whether express, implied or available as a matter of Law, of the Guaranteed Party.

  • Subrogation Rights If any amount shall be paid to the Guarantor on account of subrogation rights at any time when all the Guaranty Obligations shall not have been paid in full, such amount shall be held in trust for the benefit of the Administrative Agent and shall forthwith be paid to the Administrative Agent to be applied to the Guaranty Obligations as specified in the Loan Documents. If (a) the Guarantor makes a payment to the Administrative Agent of all or any part of the Guaranty Obligations and (b) all the Guaranty Obligations have been paid in full and the Commitments have terminated, the Administrative Agent will, at the Guarantor’s request, execute and deliver to the Guarantor appropriate documents, without recourse and without representation or warranty of any kind whatsoever, necessary to evidence the transfer by subrogation to the Guarantor of any interest in the Guaranty Obligations resulting from such payment by the Guarantor. The Guarantor hereby agrees that it shall have no rights of subrogation, reimbursement, exoneration, contribution or indemnification or any right to participate in any claim or remedy of the Administrative Agent or any Lender against BLFC with respect to amounts due to the Administrative Agent or the Lenders until such time as all obligations of BLFC to the Lenders and the Administrative Agent have been paid in full, the Commitments have been terminated and the Credit Agreement has been terminated.

  • Bank’s Rights 3.1 The Bank shall have a right to: (a) Recover the Rent and any other cost incurred by the Bank in relation to the Locker to the debit of the Customer’s account, in the event the same is not paid by the Customer, when due; and (b) Refuse access to the Locker- (i) In case the rent due on the Locker remains unpaid; and (ii) Customer fails to provide proof of identity when demanded by the Bank, at the time of seeking access to the Locker.

  • SET-OFF RIGHTS The State shall have all of its common law, equitable and statutory rights of set-off. These rights shall include, but not be limited to, the State's option to withhold for the purposes of set-off any moneys due to the Contractor under this contract up to any amounts due and owing to the State with regard to this contract, any other contract with any State department or agency, including any contract for a term commencing prior to the term of this contract, plus any amounts due and owing to the State for any other reason including, without limitation, tax delinquencies, fee delinquencies or monetary penalties relative thereto. The State shall exercise its set-off rights in accordance with normal State practices including, in cases of set-off pursuant to an audit, the finalization of such audit by the State agency, its representatives, or the State Comptroller.

  • Enforcement Rights (a) At any time following the occurrence and during the continuation of a Termination Event: (i) the Administrator may direct the Obligors that payment of all amounts payable under any Pool Receivable is to be made directly to the Administrator or its designee, (ii) the Administrator may instruct the Seller or the Servicer to give notice of the Purchaser Groups’ interest in Pool Receivables to each Obligor, which notice shall direct that payments be made directly to the Administrator or its designee (on behalf of such Purchaser Groups), and the Seller or the Servicer, as the case may be, shall give such notice at the expense of the Seller or the Servicer, as the case may be; provided, that if the Seller or the Servicer, as the case may be, fails to so notify each Obligor, the Administrator (at the Seller’s or the Servicer’s, as the case may be, expense) may so notify the Obligors, (iii) the Administrator may request the Servicer to, and upon such request the Servicer shall: (A) assemble all of the records necessary or desirable to collect the Pool Receivables and the Related Security, and transfer or license to a successor Servicer the use of all software necessary or desirable to collect the Pool Receivables and the Related Security, and make the same available to the Administrator or its designee (for the benefit of the Purchasers) at a place selected by the Administrator, and (B) segregate all cash, checks and other instruments received by it from time to time constituting Collections in a manner acceptable to the Administrator and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrator or its designee, and (iv) the Administrator may collect any amounts due from any Originator under the Sale Agreement. (b) The Seller hereby authorizes the Administrator (on behalf of each Purchaser Group), and irrevocably appoints the Administrator as its attorney-in-fact with full power of substitution and with full authority in the place and stead of the Seller, which appointment is coupled with an interest, to take any and all steps in the name of the Seller and on behalf of the Seller necessary or desirable, in the determination of the Administrator, after the occurrence and during the continuation of a Termination Event, to collect any and all amounts or portions thereof due under any and all Pool Assets, including endorsing the name of the Seller on checks and other instruments representing Collections and enforcing such Pool Assets. Notwithstanding anything to the contrary contained in this Section 4.4(b), none of the powers conferred upon such attorney-in-fact pursuant to the preceding sentence shall subject such attorney-in-fact to any liability if any action taken by it shall prove to be inadequate or invalid, nor shall they confer any obligations upon such attorney-in-fact in any manner whatsoever.

  • Usage Rights 3.1 The Licensee, subject to clause 6 below, may: 3.1.1 Make such temporary local electronic copies by means of cacheing of all or part of the Licensed Materials as are necessary solely to ensure efficient use by Authorized Users and not to make available to Authorized Users duplicate copies of the Licensed Material. 3.1.2 Allow Authorized Users to have access to the Licensed Materials from the Server via the Secure Network.

  • No Waiver; Rights Cumulative No failure or delay by the Administrative Agent, any Issuing Bank or any Lender in exercising any right or power hereunder or under any other Loan Document shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such a right or power, preclude any other or further exercise thereof or the exercise of any other right or power. The rights and remedies of the Administrative Agent, the Issuing Banks and the Lenders hereunder and under the other Loan Documents are cumulative and are not exclusive of any rights or remedies that they would otherwise have. No waiver of any provision of any Loan Document or consent to any departure by any Loan Party therefrom shall in any event be effective unless the same shall be permitted by clause (b) of this Section 10.02, and then such waiver or consent shall be effective only in the specific instance and for the purpose for which given. Without limiting the generality of the foregoing, the making of a Loan or issuance of a Letter of Credit shall not be construed as a waiver of any Default, regardless of whether the Administrative Agent, any Lender or any Issuing Bank may have had notice or knowledge of such Default at the time.

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