Assignment of Indemnities. Seller acknowledges that, pursuant to the Indenture, Buyer will assign its rights of indemnity granted hereunder to the Indenture Trustee. Upon such assignment, (i) the Noteholders and the Indenture Trustee shall have all rights of Buyer hereunder and may in turn assign such rights as permitted by the Indenture, and (ii) the obligations of Seller under this ARTICLE XII shall inure to the Noteholders or the Indenture Trustee. Seller agrees that, upon such assignment, the Noteholders and the Indenture Trustee or the assignee of any such Person, as applicable, may enforce directly, without joinder of Buyer, the indemnities set forth in this ARTICLE XII.
Appears in 2 contracts
Sources: Asset Purchase Agreement (MBC Funding Ii Corp.), Asset Purchase Agreement (MBC Funding Ii Corp.)