PERFECTED ASSIGNMENT; NOTICE Clause Samples
The "Perfected Assignment; Notice" clause establishes the requirements for an assignment of rights or interests to be legally effective and enforceable. Typically, this clause specifies that the assignor must not only execute a valid assignment but also ensure that notice of the assignment is given to relevant third parties, such as obligors or counterparties. For example, if a lender assigns its rights under a loan agreement to another party, the borrower must be formally notified for the assignment to be perfected. The core function of this clause is to protect the assignee’s interests by ensuring that all necessary steps are taken to make the assignment legally binding and to prevent disputes over who holds the rights in question.
PERFECTED ASSIGNMENT; NOTICE. This assignment will constitute a perfected, absolute and present assignment of the Lease; provided, however, CITY LOOKS will have no right under this assignment to enforce the provisions of the Lease until an Event of Default has occurred. After an Event of Default has occurred, CITY LOOKS will have the right, but not the obligation, to enforce the provisions of this assignment and to take possession of the Franchised Location by giving the FRANCHISEE and the Landlord written notice that it has affirmatively exercised its rights under this assignment. The written notice will state: (A) that CITY LOOKS is taking and assuming the Lease from the FRANCHISEE; (B) the date that CITY LOOKS will take physical possession of the Franchised Location; and (C) that CITY LOOKS agrees to be bound by the terms and conditions of the Lease being assumed. CITY LOOKS will execute an assignment form at the time it gives written notice to the FRANCHISEE and the Landlord of its assumption of the Lease.
PERFECTED ASSIGNMENT; NOTICE. This assignment will constitute a perfected, absolute and present assignment of the Lease; however, WCH will have no right under this assignment to enforce the provisions of the Lease until an Event of Default has occurred. After an Event of Default has occurred, WCH will have the right, but not the obligation, to enforce the provisions of this assignment and to take possession of the Franchised Location by giving the FRANCHISEE and the Landlord written notice that it has affirmatively exercised its rights under this assignment. The written notice will state: (A) that WCH is taking and assuming the Lease from the FRANCHISEE; (B) the date that WCH will take physical possession of the Franchised Location; and (C) that WCH agrees to be bound by the terms and conditions of the Lease being assumed. WCH will execute an assignment form at the time it gives written notice to the FRANCHISEE and the Landlord of its assumption of the Lease.
