Assignment of Purchase Agreements Sample Clauses
The Assignment of Purchase Agreements clause governs the conditions under which a party to a purchase agreement may transfer their rights and obligations under that agreement to another party. Typically, this clause outlines whether such assignments are permitted, if prior written consent from the other party is required, and any exceptions or procedures that must be followed. For example, it may allow assignment to affiliates without consent but restrict assignment to unrelated third parties. The core function of this clause is to control and clarify the transferability of contractual interests, thereby protecting the parties from unwanted or unapproved changes in who is responsible for fulfilling the agreement.
Assignment of Purchase Agreements. The Seller hereby assigns and otherwise transfers to the Agent (for the benefit of the Agent, each Purchaser and any other Person to whom any amount is owed hereunder), all of the Seller's right, title and interest in, to and under each Purchase Agreement. The Seller shall execute, file and record all financing statements, continuation statements and other documents required to perfect or protect such assignment. This assignment includes (a) all monies due and to become due to the Seller from each Originator or the Parent under or in connection with each Purchase Agreement (including fees, expenses, costs, indemnities and damages for the breach of any obligation or representation related to such agreement) and (b) all rights, remedies, powers, privileges and claims of the Seller against each Originator or the Parent under or in connection with each Purchase Agreement. All provisions of each Purchase Agreement shall inure to the benefit of, and may be relied upon by, the Agent, each Purchaser and each such other Person. At any time that a Termination Event has occurred and is continuing, the Agent shall have the sole right to enforce the Seller's rights and remedies under each Purchase Agreement to the same extent as the Seller could absent this assignment, but without any obligation on the part of the Agent, any Purchaser or any other such Person to perform any of the obligations of the Seller under each Purchase Agreement (or any of the promissory notes executed thereunder). All amounts distributed to the Seller under each Purchase Agreement from Receivables sold to the Seller thereunder shall constitute Collections hereunder and shall be applied in accordance herewith.
Assignment of Purchase Agreements. Section 1.9.
Assignment of Purchase Agreements. Extension of Termination Date Section 1.11. Grant of Security Interest
Assignment of Purchase Agreements. The Collateral Assignment of Purchase Agreements, dated as of the date hereof, made by Borrower to Lender, pursuant to which, Borrower assigns all of its right, title and interest in each and every Valid Sale Contract (and all other Contracts related to the sale of a Condominium Unit, including, without limitation, all of Borrower’s interest in the ▇▇▇▇▇▇▇ Money Deposits and all rights to receive payment thereunder (but with respect to the ▇▇▇▇▇▇▇ Money Deposits, subject to the rights, if any, of the Purchaser).
Assignment of Purchase Agreements. Lessee does hereby sell, assign, transfer and set over unto Agent for the benefit of the Lessors all of the Lessee's right, title and interest in and to each of the Purchase Agreements, whether now or hereafter existing, as and to the extent that the same relate to the Equipment and the purchase and operation thereof. Subject to the terms and conditions hereof and of the Lease, the Agent hereby and from time to time accepts the assignments contained in this Section 4.
Assignment of Purchase Agreements. 6 Section 1.9. Extension of Liquidity Termination Date 7 Article II Sales to and from Amsterdam; Allocations 7 Section 2.1. Required Purchases from Amsterdam 7 Section 2.2. Purchases by Amsterdam 9 Section 2.3. Allocations and Distributions 9 Article III Administration and Collections 11 Section 3.1. Appointment of Collection Agent 11 Section 3.2. Duties of Collection Agent 12 Section 3.3. Reports 12 Section 3.4. Lock-Box Arrangements 12 Section 3.5. Enforcement Rights 13 Section 3.6. Collection Agent Fee 13 Section 3.7. Responsibilities of the Seller 14 Section 3.8. Actions by Seller 14 Section 3.9. Indemnities by the Collection Agent. 14
Assignment of Purchase Agreements. Company hereby assigns and sets over to Regions all of Company’s right, title and interest in and to the Purchase Agreements, including, but not limited to an assignment of: (1) the right to purchase each and every item of Equipment (each, an “Item”) and the right to lake title to each Item and to be named the purchaser in the ▇▇▇▇ of sale for such ltem(s); (2) all claims for damages in connection with such arising as a result of any default by the Vendors thereof under the Purchase Agreement for such Item(s), including, but not limited to all warranty and indemnity provisions contained in the Purchase Agreement; and (3) any and all rights of Company to compel performance of the terms of the Purchase Agreement. Notwithstanding anything to the contrary contained herein, Company shall be responsible for the performance of all duties and obligations of the purchaser under each Purchase Agreement and the exercise by Regions of any of the rights assigned hereunder shall not release Company from any of its duties or obligations to the Vendors under any Purchase Agreement. Regions shall not have any liability under any Purchase Agreement or be obligated to perform any of the obligations or duties of Company under any Purchase Agreement or make any payment (other than as expressly set forth herein) or to make any inquiry of the sufficiency of or authorization for any payment received by any Vendor or to present or file any claim or to take any other action to collect or enforce any claim for any payment assigned hereunder. Company will have no right to bind Regions to any change in any Purchase Agreement, any delivery schedule, or any other agreement whatsoever and Company shall not change any Purchase Agreement without Regions prior written consent.
Assignment of Purchase Agreements. As additional security for payment of the Loan, Borrower hereby transfers and assigns to Lender, to the extent assignable, the full interests of Borrower in the Purchase Agreements, if any, including, but not limited to, Borrower's right to receive funds deposited, escrowed or otherwise paid by Purchaser under the Purchase Agreements (if any). Borrower agrees to consummate the Purchases in accordance with the terms of the Purchase Agreements (if any) and prior to the expiration(s) thereof. The Purchase Agreements (if any) shall not be modified without the prior written consent of Lender.