Transfer By Buyer. Buyer shall not have the right to assign this Agreement, but shall be permitted to designate an Affiliate or Affiliates to take title to the Property. In the event that Buyer elects to so designate any Affiliate or Affiliates to take title to the Property hereunder, (i) Buyer shall upon close of Escrow be released of all obligations hereunder other than pursuant to SECTION 6, SECTION 7.1, SECTION 10, SECTION 17.18, SECTION 17.19 and SECTION 17.20 or arising prior to the Close of Escrow, (ii) such Affiliate or Affiliates shall assume all of Buyer's obligations hereunder; and (iii) such Affiliate of Affiliates shall represent and warrant to Seller that such entities are duly organized and validly existing and otherwise as to the matters covered in SECTION 6.1.1 and SECTION 6.1.2 as applicable.
Appears in 4 contracts
Samples: Purchase and Sale Agreement (Starwood Hotel & Resorts Worldwide Inc), Purchase and Sale Agreement (Aspen Enterprises International Holdings LTD), Purchase and Sale Agreement (Starwood Hotel & Resorts Worldwide Inc)
Transfer By Buyer. Buyer shall not have the right to assign this Agreement, but shall be permitted to designate an Affiliate or Affiliates to take title to the Property. In the event that Buyer elects to so designate any Affiliate or Affiliates to take title to the Property hereunder, (i) Buyer shall upon close of Escrow be released of all obligations hereunder other than pursuant to SECTION Section 6, SECTION Section 7.1, SECTION Section 10, SECTION Section 17.18, SECTION Section 17.19 and SECTION Section 17.20 or arising prior to the Close of Escrow, (ii) such Affiliate or Affiliates shall assume all of Buyer's obligations hereunder; and (iii) such Affiliate of Affiliates shall represent and warrant to Seller that such entities are duly organized and validly existing and otherwise as to the matters covered in SECTION Section 6.1.1 and SECTION Section 6.1.2 as applicable.
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Aspen Enterprises International Holdings LTD), Purchase and Sale Agreement (Aspen Enterprises International Holdings LTD), Purchase and Sale Agreement (Aspen Enterprises International Holdings LTD)
Transfer By Buyer. Buyer shall not have the right to assign this Agreement, but shall be permitted to designate an Affiliate or Affiliates to take title to the Property. In the event that Buyer elects to so designate any Affiliate or Affiliates to take title to the Property hereunder, (i) Buyer shall upon close of Escrow be released of all obligations hereunder other than pursuant to SECTION 6, SECTION 7.1, SECTION 10, SECTION 17.18, SECTION 17.19 and SECTION 17.20 or arising prior to the Close of Escrow, (ii) such Affiliate or Affiliates shall assume all of Buyer's obligations hereunder; and (iii) such Affiliate of Affiliates shall represent and warrant 42 to Seller that such entities are duly organized and validly existing and otherwise as to the matters covered in SECTION 6.1.1 and SECTION 6.1.2 as applicable.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Starwood Hotel & Resorts Worldwide Inc)