Examples of Assignment Instrument in a sentence
The acceptance of the Assignment Instrument by Purchaser shall be deemed to be a full performance and discharge of every obligation on the part of Seller to be performed prior to Closing pursuant to the provisions of this Agreement, except those which are herein specifically stated to survive Closing.
Upon such determination that any term or other provision is invalid, illegal or incapable of being enforced, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated by this Agreement and the Assignment Instrument be consummated as originally contemplated to the greatest extent possible.
The arbitrator’s decision will be final and binding upon the parties and may not be appealed except on grounds of a conflict of interest.
Upon the delivery to Purchaser of the Assignment Instrument at Closing, Purchaser shall acquire title to the Equity Interests free and clear of all encumbrances and security interests (other than as may have been granted by Purchaser).
Each assignment of a Transferred Interest pursuant to this Agreement and an Assignment Instrument shall create a continuing assignment of such Transferred Interest that shall remain in full force and effect until the Assignment Termination Date applicable to such Transferred Interest, notwithstanding any obligation of the Transferor contained in Section 5 of this Agreement.
SMMS has executed this Assignment Instrument as of the date set forth above.
Assign and Assigning mean any assignment of Tenant’s interest in the Lease and Assignment Instrument means the instrument by which an Assignment is made.
The execution, delivery and performance by Seller of this Agreement and the Assignment Instrument have been duly and validly authorized, and no additional corporate or shareholder authorization or consent is required in connection with the execution, delivery and performance by Seller of this Agreement and the Assignment Instrument.
There are no suits, actions, claims, proceedings or investigations pending against, relating to or involving Seller which could reasonably be expected to adversely affect Seller’s ability to consummate the transactions contemplated by this Agreement or the Assignment Instrument.
We should mutually execute the enclosed Consent and Assignment Instrument to reflect our consent to this.