Common use of The Assignor Remains Liable Clause in Contracts

The Assignor Remains Liable. While the assignment made hereby is present, direct, absolute and continuing, it has been made for the purpose of providing the Assignee with security for the performance of the Assignor's obligations under the Credit Agreement and the Notes and the execution and delivery hereof shall not impair or diminish in any way the obligations of the Assignor under the Assigned Lease or impose any of such obligations on the Assignee. This Assignment shall not operate to cause the Assignee (or its designee) to be regarded as a mortgagee in possession. Neither the Assignee nor its designee shall be responsible or liable for performing any of the obligations of the Assignor under the Assigned Lease, any Other Lease or any Contract, for any waste by the Lessee or others, for any dangerous or defective conditions of the Properties, for negligence in the management, upkeep, repair or control of the Properties or any other act or omission by any other Person. Nothing contained herein shall operate or be construed to (i) obligate the Assignee (or its designee) to assume the obligations of the Assignor under the Assigned Lease, any Other Lease or any Contract, to perform any of the terms and conditions contained in the Assigned Lease, any Other Lease or any Contract or otherwise to impose any obligation upon the Assignee with respect to the Assigned Lease, any Other Lease or any Contract or (ii) place upon the Assignee (or its designee) any responsibility for the operation, control, care, management or repair of any of the Properties or any part thereof. Subject at all times to the terms and conditions of this Assignment, the Assignor will at all times promptly and faithfully perform in all respects, or cause to be performed in all respects, all of its covenants, conditions and agreements contained in the Assigned Lease, any Other Lease or any Contract now or hereafter existing on the part of the Assignor to be kept and performed.

The Assignor Remains Liable. While the assignment made hereby is present, direct, absolute and continuing, it has been made for the purpose of providing the Assignee with security for the performance of the Assignor's obligations under the Credit Indenture, the Securities, the Participation Agreement and the Notes other Operative Agreements to which it is a party and the execution and delivery hereof shall not impair or diminish in any way the obligations of the Assignor under the Assigned Lease or impose any of such obligations on the Assignee. This Assignment shall not operate to cause the Assignee (or its designee) to be regarded as a mortgagee in possession. Neither the Assignee nor its designee shall be responsible or liable for performing any of the obligations of the Assignor under the Assigned Lease, any Other Lease or any Contract, for any waste by the Lessee or others, for any dangerous or defective conditions of the PropertiesEquipment, for negligence in the management, upkeep, repair or control of the Properties Equipment or any other act or omission by any other Person. Nothing contained herein shall operate or be construed to (i) obligate the Assignee (or its designee) to assume the obligations of the Assignor under the Assigned Lease, any Other Lease or any Contract, to perform any of the terms and conditions contained in the Assigned Lease, any Other Lease or any Contract or otherwise to impose any obligation upon the Assignee with respect to the Assigned Lease, any Other Lease or any Contract or (ii) place upon the Assignee (or its designee) any responsibility for the operation, control, care, management or repair of any of the Properties Equipment or any part thereof. Subject at all times to the terms and conditions of this Assignment, the Assignor will at all times promptly and faithfully perform in all respects, or cause to be performed in all respects, all of its covenants, conditions and agreements contained in the Assigned Lease, any Other Lease or any Contract now or hereafter existing on the part of the Assignor to be kept and performed.

The Assignor Remains Liable. While the assignment made hereby is -------------------------------- present, direct, absolute and continuing, it has been made for the purpose of providing the Assignee with security for the performance of the Assignor's obligations under the Credit Agreement and the Notes and the execution and delivery hereof shall not impair or diminish in any way the obligations of the Assignor under the Assigned Lease or impose any of such obligations on the Assignee. This Assignment shall not operate to cause the Assignee (or its designee) to be regarded as a mortgagee in possession. Neither the Assignee nor its designee shall be responsible or liable for performing any of the obligations of the Assignor under the Assigned Lease, any Other Lease or any Contract, for any waste by the Lessee or others, for any dangerous or defective conditions of the PropertiesEquipment, for negligence in the management, upkeep, repair or control of the Properties Equipment or any other act or omission by any other Person. Nothing contained herein shall operate or be construed to (i) obligate the Assignee (or its designee) to assume the obligations of the Assignor under the Assigned Lease, any Other Lease or any Contract, to perform any of the terms and conditions contained in the Assigned Lease, any Other Lease or any Contract or otherwise to impose any obligation upon the Assignee with respect to the Assigned Lease, any Other Lease or any Contract or (ii) place upon the Assignee (or its designee) any responsibility for the operation, control, care, management or repair of any of the Properties Equipment or any part thereof. Subject at all times to the terms and conditions of this Assignment, the Assignor will at all times promptly and faithfully perform in all respects, or cause to be performed in all respects, all of its covenants, conditions and agreements contained in the Assigned Lease, any Other Lease or any Contract now or hereafter existing on the part of the Assignor to be kept and performed.

The Assignor Remains Liable. While the assignment made hereby is present, direct, absolute direct and continuing, it has been made for the purpose of providing the Assignee Participation Agent and the Lenders with security for the performance of the Assignor's obligations under the Credit Loan Agreement and the Notes and the execution and delivery hereof shall not impair or diminish in any way the obligations of the Assignor under the Assigned Lease Leases or any Other Lease, or impose any of such obligations on the AssigneeParticipation Agent or the Lenders. This Assignment shall not operate to cause the Assignee Participation Agent or the Lenders (or its their designee) to be regarded as a mortgagee in possession. Neither the Assignee Participation Agent, the Lenders nor its their designee shall be responsible or liable for performing any of the -6- 154 obligations of the Assignor under any of the Assigned LeaseLeases, any Other Lease Leases or any Contract, for any waste by the Lessee or others, for any dangerous or defective conditions of the Propertiesany Property, for negligence in the management, upkeep, repair or control of the Properties any Property or any other act or omission by any other Person. Nothing contained herein shall operate or be construed to (i) obligate the Assignee Participation Agent or the Lenders (or its their designee) to assume the obligations of the Assignor under any of the Assigned LeaseLeases, any Other Lease or any Contract, to perform any of the terms and conditions contained in any of the Assigned LeaseLeases, any Other Lease or any Contract or otherwise to impose any obligation upon the Assignee Lenders with respect to any of the Assigned LeaseLeases, any Other Lease or any Contract or (ii) place upon the Assignee Participation Agent or the Lenders (or its their designee) any responsibility for the operation, control, care, management or repair of any of the Properties Property or any part thereof. Subject at all times to the terms and conditions of this Assignment, the Assignor will at all times promptly and faithfully perform in all respects, or cause to be performed in all respects, all of its covenants, conditions and agreements contained in the Assigned LeaseLeases, any Other Lease Leases or any Contract now or hereafter existing on the part of the Assignor to be kept and performed.

The Assignor Remains Liable. While the assignment made hereby is present, direct, absolute and continuing, it has been made for the purpose of providing the Assignee with security for the performance of the Assignor's obligations under the Credit Agreement and the Notes and the execution and delivery hereof shall not impair or diminish in any way the obligations of the Assignor under the Assigned Lease or impose any of such obligations on the Assignee. This Assignment shall not operate to cause the Assignee (or its designee) to be regarded as a mortgagee in possession. Neither the Assignee nor its designee shall be responsible or liable for performing any of the obligations of the Assignor under the Assigned Lease, any Other Lease or any Contract, for any waste by the Lessee or others, for any dangerous or defective conditions of the PropertiesEquipment, for negligence in the management, upkeep, repair or control of the Properties Equipment or any other act or omission by any other Person. Nothing contained herein shall operate or be construed to (i) obligate the Assignee (or its designee) to assume the obligations of the Assignor under the Assigned Lease, any Other Lease or any Contract, to perform any of the terms and conditions contained in the Assigned Lease, any Other Lease or any Contract or otherwise to impose any obligation upon the Assignee with respect to the Assigned Lease, any Other Lease or any Contract or (ii) place upon the Assignee (or its designee) any responsibility for the operation, control, care, management or repair of any of the Properties Equipment or any part thereof. Subject at all times to the terms and conditions of this Assignment, the Assignor will at all times promptly and faithfully perform in all respects, or cause to be performed in all respects, all of its covenants, conditions and agreements contained in the Assigned Lease, any Other Lease or any Contract now or hereafter existing on the part of the Assignor to be kept and performed.