Releases and Assignments Sample Clauses

Releases and Assignments. (a) Effective upon the Closing, the Administrative Agent hereby instructs the Trustee and the Security Agent to release, and they shall be deemed to have hereby released, any security interest that the Banks may now have or hereafter acquire with respect to the PT-RTZ Joint Venture Interests. The release of the Banks' security interests in the PT-RTZ Joint Venture Interests shall be and become effective upon the Closing and shall be further evidenced by the RTZ Release; provided that, without derogation from the foregoing, to the extent that any of the PT-RTZ Joint Venture Interests is created or comes into effect in accordance with the Participation Agreement subsequent to the Closing Date, the Banks shall at the Closing be deemed to have automatically released any security interest they may then or thereafter have under the Restated Trust Agreement or the Bank Security Documents in such subsequently created or arising PT-RTZ Joint Venture Interests without the necessity of any further act, document or instrument, with full force and effect as if the Banks had specifically released their security interests at such subsequent time. All FI's right, title and interest in and to the Contract of Work, the Concentrate Sales Agreements and the Proceeds which is not assigned to PT-RTZ pursuant to the PT-RTZ COW Assignment or assigned to the Trustee pursuant to the Restated Trust Agreement to be held for the benefit of PT-RTZ, as applicable, and all of FI's other assets and interests heretofore pledged to the Banks but not constituting PT-RTZ Joint Venture Interests (collectively, the "FI Retained Interests") shall continue to be retained by FI subject to the RTZ Lender Lien as to the FIEC Interests only and the security interests of the Banks. Each of the Transaction Parties acknowledges and agrees that, subject and subordinate to the RTZ Lender Lien as to the FIEC Interests only, the continuity, perfection, priority and validity of the Banks' security interests in the FI Retained Interests shall not in any manner be affected, interrupted, waived or released by the Banks' release of the PT-RTZ Joint Venture Interests, the assignment by FI to PT-RTZ of the PT-RTZ COW Interest or the assignment by FI to the Trustee of the PT- RTZ CSA Interests to be held for the benefit of PT-RTZ. (b) Effective as of the Closing and the concurrent release of the Banks' security interests therein pursuant to Section 3(a) and the RTZ Release, FI hereby assigns, sets over, transfers a...
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Releases and Assignments. 14.1 Upon entry of the Final Order and Judgment, and subject to Section 20 of this Agreement, each Settlement Class member who has not opted out of the Settlement Class, on behalf of himself and any Person claiming by or through him as his heir, administrator, devisee, predecessor, successor, representative of any kind, shareholder, partner, director, owner of any kind, affiliate, subrogee, assignee, or insurer (the "Releasing Party"), shall be deemed to and does hereby release and forever discharge, L-P, including its successors, parents, subsidiaries, divisions, departments, or affiliates, and any and all of its past, present and future officers, directors (including, without limitation, Xxxxx X. Xxxxx), stockholders, partners, agents, servants, successors, subrogees and assigns and their respective insurers ("Releasees"), of and from any and all Settled Claims and related subrogation claims of the Releasing Party's subrogees or insurance carriers not protected from waiver of subrogation by the provisions of the applicable insurance policies (or assigned or subrogated prior to final approval of this Agreement and not subject to compromise or settlement by the policyholder) except as provided herein. Each Releasing Party, upon entry of the Final Order and Judgment, and subject to Section 19 of this Agreement, shall be deemed to and does hereby release and discharge each Releasee of and from any and all Settled Claims. To the extent claims may be asserted against persons or entities in the chain of distribution, installation or finishing of the Exterior Inner-Seal siding, the Releasing Party shall be deemed to and does hereby release and forever discharge those persons or entities from claims based solely on distribution, handling, installation, specification, or use of the Exterior Inner-Seal(TM) Siding. 14.2 Nothing in this Agreement shall prejudice or in any way interfere with the rights of the Settlement Class members, and the Defendants to pursue all their rights and remedies against any persons or entities not a party except as released in Section 14.1. 14.3 Nothing in this Agreement shall be construed to affect in any way, or require the forfeiture or compromise of any claims that may arise from Settlement Class members' purchase of Exterior Inner-Seal_ Siding subsequent to January 1, 1996. 14.4 When any subsequent purchaser succeeds to the rights of any Settlement Class member by acquiring Property covered by this Agreement, the subsequent purchase...
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Releases and Assignments. Each Member claiming reimbursement hereunder shall complete and submit to Health Plan such consents, releases, assignments and other documents as Health Plan may reasonably request for the purpose of determining the applicability of and implementing this section S.
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Related to Releases and Assignments

  • Licenses and Assignments Except as otherwise permitted by the Secured Debt Agreements, each Assignor hereby agrees not to divest itself of any right under any Patent or Copyright absent prior written approval of the Collateral Agent.

  • Benefit and Assignment This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. No party hereto may voluntarily or involuntarily assign such party's interest under this Agreement without the prior written consent of the other parties.

  • CESSION AND ASSIGNMENT The Service Provider shall not cede, assign, abandon or transfer any of its rights and/or obligations in terms of this Agreement (whether in part or in whole) or delegate any of its obligations in terms of this Agreement, without the prior written consent of the Fund.

  • Enurement and Assignment This Agreement shall enure to the benefit of the parties hereto and their respective successors and permitted assigns and shall be binding upon the parties hereto and their respective successors. This Agreement may not be assigned by any party hereto without the prior written consent of each of the other parties hereto.

  • Succession and Assignment This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other Party.

  • Variation and Assignment No variation of this agreement shall be valid or effective unless it is in writing. We may amend this TOBA by sending you either a notice of amendment in writing or a revised TOBA. We are entitled to assign this TOBA to any other Affiliate for so long as such company remains an Affiliate.

  • Transfer and Assignment Party A may assign or transfer any of its rights or delegate any of its duties hereunder to any Affiliate of Party A that has a long-term issuer rating or a rating for its long term, unsecured and unsubordinated indebtedness that is equal to or better than Party A’s credit rating at the time of such assignment or transfer so long as (a) such assignee or transferee is organized under the laws of the United States or any State thereof; (b) Party B will not be required to pay to such assignee or transferee an amount in respect of an Indemnifiable Tax under Section 2(d)(i)(4) of the Agreement greater than the amount in respect of which Party B would have been required to pay Party A in the absence of such assignment or transfer; (c) Party B will not receive a payment from which an amount has been withheld or deducted on account of a Tax under Section 2(d)(i) of the Agreement in excess of that which Party A would have been required to so withhold or deduct in the absence of such assignment or transfer, unless Party A would be required to pay to Party B amounts under Section 2(d)(i)(4) of the Agreement in respect of such Tax; and (d) no Event of Default, Potential Event of Default, Termination Event, Potential Adjustment Event or Acceleration Event will occur as a result of such assignment or transfer. Notwithstanding any other provision in this Confirmation to the contrary requiring or allowing Party A to purchase, sell, receive or deliver any Shares or other securities to or from Party B, Party A may designate any of its Affiliates to purchase, sell, receive or deliver such Shares or other securities and otherwise to perform Party A’s obligations in respect of the Transaction and any such designee may assume such obligations. Party A shall be discharged of its obligations to Party B to the extent of any such performance.

  • Transfers and Assignments You cannot assign or transfer any interest in your account unless we agree in writing.

  • Sale and Assignment On the terms and conditions set forth herein, effective on and as of the Assignment Date, the Assignor hereby sells, assigns and transfers to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, all of the right, title and interest of the Assignor in and to, and all of the obligations of the Assignor in respect of, the Assigned Interest. Such sale, assignment and transfer is without recourse and, except as expressly provided in this Agreement, without representation or warranty.

  • Amendment and Assignment This Agreement may be amended only in writing and signed by both parties. This Agreement may not be assigned to another party.

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