ASSIGNMENT AND SUBORDINATION Sample Clauses

ASSIGNMENT AND SUBORDINATION. All rights of the Landlord in this lease agreement and in the leased property may be assigned, pledged, mortgaged, transferred or otherwise disposed of, either in whole or in part, without notice to the Tenant. The assignee shall be free from any and all defenses, set-off or counterclaims which the Tenant may be entitled to assert against the Landlord.
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ASSIGNMENT AND SUBORDINATION. Any Inter-company Indebtedness shall be unsecured and shall be (i) assigned to the Security Agent pursuant to an Inter-company Indebtedness Assignment and (ii) subordinated to the Loan on terms acceptable to the Agent.
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ASSIGNMENT AND SUBORDINATION. (a) Lessor reserves the right to assign, transfer, sell, mortgage or otherwise encumber the Property, including the Leased Premises, and/or its interest in this Agreement. ▇▇▇▇▇▇ agrees upon demand to execute and deliver to Lessor such further instruments subordinating this Agreement, as may be reasonably required by Lessor, in connection with ▇▇▇▇▇▇'s contemplated transaction. Upon assignment of this Agreement, and after written notice from Lessor to Lessee, Lessor shall be relieved of all future performance, liabilities and obligations under this Agreement, and ▇▇▇▇▇▇’s assignee shall assume all of Lessor’s obligations hereunder. (b) Lessee may not assign, or otherwise transfer or convey all or any part of its interest in this Agreement or in the Leased Premises without the prior written consent of Lessor; provided, however, that Lessee may assign its interest to its parent company, to any wholly-owned subsidiary of Lessee or Lessee’s parent company, or to any entity that acquires all or substantially all of Lessee’s assets in Loudoun County market by reason of merger, acquisition or other business reorganization. ▇▇▇▇▇▇ agrees upon demand to execute and deliver to Lessee such further instruments, as may be reasonably required by ▇▇▇▇▇▇, in connection with ▇▇▇▇▇▇'s contemplated transaction. Upon assignment, ▇▇▇▇▇▇ shall be relieved of all future performance, liabilities, and obligations under this Agreement; provided that the assignee expressly assumes all of ▇▇▇▇▇▇’s obligations hereunder in writing. No right or obligations hereunder nor any use of the Equipment or the Leased Premises may be apportioned, sub-leased, shared, or co-used without Lessor’s prior written consent, at Lessor’s sole discretion.
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ASSIGNMENT AND SUBORDINATION. (a) Lessor and Lessee reserve the right to assign, transfer, and sublet the property upon which the Site is located and/or its interests in this agreement. (b) This Agreement is subject and subordinate at all times to all ground or underlying leases, all mortgages, all covenants, restrictions, easements, and encumbrances that may now or hereafter affect such CO2 Facility or real property of which the Site forms a part, and all future renewals, modifications, consolidations, replacements and extensions thereof. This clause shall be self-operative and no further instrument of subordination shall be required by any mortgagee. CARDINAL ETHANOL Non-Exclusive CO2 Facility (c) Lessee agrees, at any time and from time to time, within thirty (30) days following any written request which Lessor may make from time to time, to execute, acknowledge and deliver to Lessor a written statement containing all information requested by Lessor, including but not limited to (i) certification that this Agreement is unmodified and in full force and effect (or if there have been modifications, that the Agreement is in full force and effect as modified and stating the modifications), (ii) a statement regarding the dates to which Lessee has paid Lease fees and other charges hereunder, and (iii) a statement as to whether, to the best of Lessee’s knowledge, Lessor is in breach or default in the performance of any covenant or condition contained within this Agreement, and, if so, a specification of each such breach or default of which Lessee may have knowledge.
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ASSIGNMENT AND SUBORDINATION. (a) Subject to the provisions of this section, Lessor and Lessee reserve the right to assign, transfer, and sublet the property, or any portion thereof, upon which the Site is located and/or its interests in this Agreement. Any such assignment, transfer, or sublet must be approved in writing by the non-assigning, non-transferring, or non-subletting party, such consent not to be unreasonably withheld. Notwithstanding the foregoing, it is understood by both parties that Lessor shall be entitled to approve any sublease to a third party in its sole discretion and shall also be entitled to any sublease consideration rendered for use of the property upon which the Site is located, including rents or other types of payment. Any assignee, transferee, or sublessee shall be subject to the terms of this Agreement. (b) This Agreement is subject and subordinate at all times to all ground or underlying leases, all mortgages, all covenants, restrictions, easements, and encumbrances that may now or hereafter affect such CO2 Facility or real property of which the Site forms a part, and all future renewals, modifications, consolidations, replacements and extensions thereof. This clause shall be self-operative and no further instrument of subordination shall be required by any mortgagee. (c) Lessee agrees, at any time and from time to time, within thirty (30) days following any written request which Lessor may make from time to time, to execute, acknowledge and deliver to Lessor a written statement containing all information requested by Lessor, including but not limited to (i) certification that this Agreement is unmodified and in full force and effect (or if there have been modifications, that the Agreement is in full force and effect as modified and stating the modifications), (ii) a statement regarding the dates to which Lessee has paid license fees and other charges hereunder, and (iii) a statement as to whether, to the best of Lessee’s knowledge, Lessor is in breach or default in the performance of any covenant or condition contained within this Agreement, and, if so, a specification of each such breach or default of which Lessee may have knowledge.
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ASSIGNMENT AND SUBORDINATION of Property Management Agreement dated on or about the date hereof, executed by Borrower and Manager in favor of Lender.
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ASSIGNMENT AND SUBORDINATION. ▇▇▇▇▇▇ agrees that Lessor may assign this Rental Agreement and all right, title and interest of ▇▇▇▇▇▇ in and to the Equipment, and all sums due or to become due to Lessor hereunder (of which assignment ▇▇▇▇▇▇ hereby waives notice), and ▇▇▇▇▇▇ agrees to recognize such assignment. Lessee’s obligations to pay rent under this Rental Agreement will not as to any such assignee be subject to any diminution arising out of any breach of any obligation hereunder or other liability of Lessor to Lessee. Lessee may not assign this Rental Agreement. This lease is subordinate and subject to any lease with a manufacturer or financial institution, and their interest therein, providing the Equipment to Lessor.
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ASSIGNMENT AND SUBORDINATION 
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Related to ASSIGNMENT AND SUBORDINATION

  • ASSIGNMENT AND SUB-LETTING Tenant shall not assign this Agreement, or sub-let or grant any license to use the Premises or any part thereof without the prior written consent of Landlord. A consent by Landlord to one such assignment, sub-letting or license shall not be deemed to be a consent to any subsequent assignment, sub-letting or license. An assignment, sub-letting or license without the prior written consent of Landlord or an assignment or sub-letting by operation of law shall be absolutely null and void and shall, at Landlord's option, terminate this Agreement.

  • ASSIGNMENT AND NOVATION 34.1 The Supplier shall not assign, novate, or otherwise dispose of or create any trust in relation to any or all of its rights, obligations or liabilities under this Framework Agreement or any part of it without Approval. 34.2 The Authority may assign, novate or otherwise dispose of any or all of its rights, liabilities and obligations under this Framework Agreement or any part thereof to: 34.2.1 any Other Contracting Body; or 34.2.2 any Central Government Body or other body established by the Crown or under statute in order substantially to perform any of the functions that had previously been performed by the Authority; or 34.2.3 any private sector body which substantially performs the functions of the Authority, and the Supplier shall, at the Authority’s request, enter into a novation agreement in such form as the Authority shall reasonably specify in order to enable the Authority to exercise its rights pursuant to this Clause 34.2. 34.3 A change in the legal status of the Authority such that it ceases to be a Contracting Body shall not, subject to Clause 34.4 affect the validity of this Framework Agreement and this Framework Agreement shall be binding on any successor body to the Authority. 34.4 If the Authority assigns, novates or otherwise disposes of any of its rights, obligations or liabilities under this Framework Agreement to a body which is not a Contracting Body or if a body which is not a Contracting Body succeeds the Authority (both “Transferee” in the rest of this Clause) the right of termination of the Authority in Clause 30.4 (Termination on Insolvency) shall be available to the Supplier in the event of the insolvency of the Transferee (as if the references to Supplier in Clause 30.4 (Termination on Insolvency)) and to Supplier or Framework Guarantor or Call Off Guarantor in the definition of Insolvency Event were references to the Transferee.

  • ASSIGNMENT AND SUB-CONTRACTING The benefit and burden of this Contract may not be assigned or sub-contracted in whole or in part by the Contractor without the prior written consent of the Department. Such consent may be given subject to any conditions which the Department considers necessary. The Department may withdraw its consent to any sub-contractor where it no longer has reasonable grounds to approve of the sub-contractor or the sub-contracting arrangement and where these grounds have been presented in writing to the Contractor.

  • ASSIGNMENT AND AMENDMENTS This Agreement shall automatically terminate, without the payment of any penalty, in the event of its assignment (as defined in section 2(a)(4) of the 1940 Act); provided that such termination shall not relieve the Adviser of any liability incurred hereunder. This Agreement may not be added to or changed orally and may not be modified or rescinded except by a writing signed by the parties hereto and in accordance with the 1940 Act, when applicable.