Validity of Assignment of the Eligible Receivables The assignment of each Receivable purported to be assigned under the Transaction Documents and the Associated Rights linked to it is or will be, on the relevant Purchase Date, valid and binding between the Originator and the Purchaser, enforceable against any third party and no challenge has been raised by any person in relation to such assignment.
Validity of Assignment. Assignor and Assignee acknowledge that this Assumption shall have no force, effect or validity unless Assignor and Assignee consummate the transfer.
Validity of Assignment. Upon payment in full of all of the Buyer’s obligations under this Agreement, the Authority shall deliver to the holder of the Account a release in writing of the interest conveyed and assigned by the Buyer to the Authority herein. Upon delivery of such release, this Assignment of Account shall become void and of no effect.
Validity of Assignment. (i) the Offered Receivables are obligations which can be transferred by way of sale and assignment, such transfer is not subject to any contractual or legal restrictions, including, for the avoidance of doubt, any applicable data protection laws; and
(ii) on completion of the sale of each Offered Receivable in accordance with this Agreement, the Purchaser will obtain full title to and ownership of such Offered Receivable free of any Security Interest (including, for the avoidance of doubt, any retention of title claims) and such Offered Receivable will not be available to the creditors of the German Seller in the event of its insolvency;
Validity of Assignment. This Assignment shall remain in full force and effect until and unless the Transfer and the Charge referred to herein and in the Loan Agreement are duly registered against the separate issue document of title or the separate strata title to the Property or the whole of the Moneys Hereby Secured by the Property together with interest thereon and all the other moneys payable to the Bank under the Loan Agreement, this Assignment and the Security Documents are paid in full, whichever first happens.
Validity of Assignment. Sellers' rights and obligations under all Customer Agreements and other agreements assigned to CA under this Agreement are hereby duly and validly assigned to CA; that such assignment does not and will not give rise to the ability of any other party to such agreements to terminate such agreements or to otherwise modify the rights and obligations thereunder; and that such assignments will not result in any liability being imposed on CA other than to perform such agreements in the future.
Validity of Assignment. The Assignment shall be: (i) duly and validly executed; (ii) legal and binding upon and enforceable against each of the Seller and Worldwide; (iii) in conformity with the other statements, representations and warranties set forth herein relating to the Seller, Worldwide, the Business and the Assets; and (iv) free of any terms or conditions which would prohibit consummation of any of the transactions contemplated hereby.
Validity of Assignment. The rights and obligations under all agreements to be assigned hereby to Purchaser are assignable as contemplated by this Agreement and will be duly and validly assigned to Purchaser on the Closing Date; such assignment will not give rise to the ability of any other party to such agreements to terminate such agreements or to otherwise modify the rights and obligations thereunder; and such assignments will not result in any liability being imposed on Purchaser other than to perform its assumed obligations under such agreements after the Closing.
Validity of Assignment. Any proposed assignment under this Article 16 shall not serve as an effective assignment of this Agreement unless and until the assignee delivers to the non-assigning Party its written undertaking to be bound by and perform all obligations of the assignor under this Agreement, as if it were the assignor.
Validity of Assignment. Assignor and Assignee acknowledges that this Assumption shall have no force, effect or validity unless Assignor and Assignee consummate the purchase and sale of the Property as contemplated under the Contribution Agreement.
