Assignment and Assumption Agreement Sample Clauses
An Assignment and Assumption Agreement is a legal provision that enables one party to transfer its rights and obligations under a contract to another party. In practice, this clause outlines the process by which the original party (the assignor) assigns its interests to a new party (the assignee), who then assumes the responsibilities and benefits of the original agreement. This mechanism is commonly used in business transactions, such as the sale of a business or transfer of leases, to ensure continuity of contractual obligations. Its core function is to facilitate the smooth transfer of contractual relationships while clearly defining the responsibilities of all parties involved, thereby preventing disputes and ensuring legal clarity.
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Assignment and Assumption Agreement. The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption Agreement, together with a processing and recordation fee of $3,500, and the assignee, if it is not a Lender, shall deliver to the Administrative Agent an administrative questionnaire provided by the Administrative Agent.
Assignment and Assumption Agreement. Assignment and Assumption Agreement, covering all of the Assumed Liabilities, substantially in the form of Exhibit C (the “Assignment and Assumption Agreement”).
Assignment and Assumption Agreement. The Sellers shall have executed and delivered the Assignment and Assumption Agreement in substantially the form attached hereto as Exhibit H.
Assignment and Assumption Agreement. Buyer shall have executed and delivered the Assignment and Assumption Agreement.
Assignment and Assumption Agreement. An Assignment and Assumption Agreement in the form of Exhibit D (the “Assignment and Assumption Agreement”) assigning all of Seller’s right, title and interest to the Contracts to Buyer, signed by Seller.
Assignment and Assumption Agreement. That certain assignment and assumption agreement dated as of February 1, 2003, by and between DLJ Mortgage Capital, Inc., as assignor, and the Depositor, as assignee, relating to the Mortgage Loans.
Assignment and Assumption Agreement. The Assignment and Assumption Agreement, signed by Buyer.
Assignment and Assumption Agreement. Seller shall have received this Agreement and the Assignment and Assumption Agreement, in each case duly executed and delivered by Purchaser. The Assignment and Assumption Agreement shall have been duly filed with the FAA.
Assignment and Assumption Agreement. This Assignment and Assumption (the “Assignment and Assumption”) is dated as of the Effective Date set forth below and is entered into by and between [Insert name of Assignor] (the “Assignor”) and [Insert name of Assignee] (the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement identified below (as amended, the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full. For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee, and the Assignee hereby irrevocably purchases and assumes from the Assignor, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Agent as contemplated below (i) all of the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of the Assignor (including any letters of credit, guarantees, and swingline loans included therein) and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assignor (in its capacity as a Lender) against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (i) above (the rights and obligations sold and assigned pursuant to clauses (i) and (ii) above being referred to herein collectively as the “Assigned Interest”). Such sale and assignment is without recourse to the Assignor and, except as expressly provided in this Assignment and Assumption, without representation or warranty by the Assignor.
Assignment and Assumption Agreement. An assignment and assumption agreement in the form of Exhibit A hereto (the “Assignment and Assumption Agreement”) and duly executed by the Seller, effecting the assignment to and assumption by the Buyer of the Purchased Assets and the Assumed Liabilities;