Assignment of Rights and Claims Clause Samples

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Assignment of Rights and Claims. Any assignment of rights and claims with the exception of claims for payment is subject to ▇▇▇▇▇▇´s prior written consent.
Assignment of Rights and Claims. Assignor assigns to Funding Lender all rights and claims Assignor may have against any other party in connection with the Equity Collateral; provided, however, that Funding Lender may not pursue any such right or claim unless a default exists under this Assignment or an Event of Default has occurred and is continuing under the Continuing Covenant Agreement.
Assignment of Rights and Claims. Assignor assigns to Lender all rights and claims Assignor may have against any other party in connection with the Equity Collateral; provided, however, that Lender may not pursue any such right or claim unless a default exists under this Assignment or an Event of Default has occurred and is continuing under the Loan Agreement.
Assignment of Rights and Claims. The Leasehold Mortgagor hereby unconditionally assigns, transfers and sets over unto the Mortgagee all of the Leasehold Mortgagor’s claims and rights to the payment of damages arising from any rejection of the Ground Lease by the Fee Mortgagor under the Bankruptcy Code, 11 U.S.C. Section 101, et seq. The Mortgagee shall have the right to proceed in its own name or in the name of the Leasehold Mortgagor in respect of any claim, suit, action or proceeding relating to the rejection of the Ground Lease, including, without limitation, the right to file and prosecute, to the exclusion of the Leasehold Mortgagor, any proof of claim, complaints, motions, application, notices and other documents, in any case in respect of the Fee Mortgagor under the Bankruptcy Code. This assignment constitutes a present, irrevocable and unconditional assignment of the foregoing claims, rights and remedies, and shall continue in effect until all of the Secured Obligations shall have been satisfied and discharged in full. Any amounts received by the Mortgagee as damages arising out of the rejection of the Ground Lease by the Fee Mortgagor shall be applied first to all costs and expenses of the Mortgagee (including, without limitation, reasonable attorneys’ fees) incurred in connection with the assertion, defense, determination or exercise of any of its rights or remedies under this subsection (iii).
Assignment of Rights and Claims. Customer is prohibited from assigning or transferring the Products, this ELA, or its rights or licenses in the foregoing, in any manner to any third party, including any affiliate or vendor of Customer without the prior written consent of Vector. Vector may, in its sole discretion, refuse to grant its written consent to such a request to transfer Products to a vendor. In the event Vector grants such written consent, a transfer to an affiliate or vendor of Customer shall be permitted only so long as such affiliate or vendor of Customer: (a) accepts and continues to adhere to the terms of this ELA and (b) such affiliate or vendor of Customer uses the Products solely for the internalbusiness purposes of Customer.
Assignment of Rights and Claims. The Company agrees that, if Guarantor shall make any payment or render any performance under this Guaranty on account of any breach of any representation or warranty and if, by reason of the act, omission, event, occurrence, non-occurrence or condition that renders the representation or warranty untrue or inaccurate, a Purchaser Entity or any Affiliate thereof holds or may assert rights or claims against one or more third parties (other than a Selling Entity), such as a claim for breach of a representation or warranty made by a third party to a Purchasing Entity or its predecessor in interest, the Company shall cause the Purchasing Entity or the Affiliate, as the case may be, to assign to the Guarantor such rights and claims (and, if necessary to effectively convey such rights and claims, the agreement giving rise to such rights or claims) and shall cause the Purchasing Entity or the Affiliate, as the case may be, to reasonably cooperate with Guarantor in Guarantor’s prosecution of such rights or claims.
Assignment of Rights and Claims. Customer is prohibited from assigning or transferring the Products, this ▇▇▇▇, or its rights or licenses in the foregoing, in any manner to any third party, including any affiliate or vendor of Customer without the prior written consent of Vector. Vector may, in its sole discretion, refuse to grant its written consent to such a request to transfer Products to a vendor. In the event Vector grants such written consent, a transfer to an affiliate or vendor of Customer shall be permitted only so long as such affiliate or vendor of Customer: (a) accepts and continues to adhere to the terms of this ▇▇▇▇ and

Related to Assignment of Rights and Claims

  • Assignment of Rights Borrower acknowledges and understands that Agent or Lender may, subject to Section 11.7, sell and assign all or part of its interest hereunder and under the Loan Documents to any Person or entity (an “Assignee”). After such assignment the term “Agent” or “Lender” as used in the Loan Documents shall mean and include such Assignee, and such Assignee shall be vested with all rights, powers and remedies of Agent and Lender hereunder with respect to the interest so assigned; but with respect to any such interest not so transferred, Agent and Lender shall retain all rights, powers and remedies hereby given. No such assignment by Agent or Lender shall relieve Borrower of any of its obligations hereunder. Lender agrees that in the event of any transfer by it of the Note(s)(if any), it will endorse thereon a notation as to the portion of the principal of the Note(s), which shall have been paid at the time of such transfer and as to the date to which interest shall have been last paid thereon.

  • Assignment of Rights to Intellectual Property The Executive shall promptly and fully disclose all Intellectual Property to the Company. The Executive hereby assigns and agrees to assign to the Company (or as otherwise directed by the Company) the Executive’s full right, title and interest in and to all Intellectual Property. The Executive agrees to execute any and all applications for domestic and foreign patents, copyrights or other proprietary rights and to do such other acts (including without limitation the execution and delivery of instruments of further assurance or confirmation) requested by the Company to assign the Intellectual Property to the Company and to permit the Company to enforce any patents, copyrights or other proprietary rights to the Intellectual Property. The Executive will not charge the Company for time spent in complying with these obligations. All copyrightable works that the Executive creates shall be considered “work made for hire”.

  • Assignment of Rights and Obligations (a) Without Owners’ prior written consent, Managing Agent shall not sell, transfer, assign or otherwise dispose of or mortgage, hypothecate or otherwise encumber or permit or suffer any encumbrance of all or any part of its rights and obligations hereunder, and any transfer, encumbrance or other disposition of an interest herein made or attempted in violation of this paragraph shall be void and ineffective, and shall not be binding upon Owners. Notwithstanding the foregoing, Managing Agent may assign its rights and delegate its obligations under this Agreement to any subsidiary of Parent so long as such subsidiary is then and remains Controlled by Parent. (b) Owners, without Managing Agent’s consent, may not assign their respective rights or delegate their respective obligations hereunder. (c) Any assignment permitted hereunder shall not release the assignor hereunder.

  • RESERVATION OF RIGHTS AND OWNERSHIP PFU or its suppliers own the title, copyright, and other intellectual property rights in the Software. The Software is protected by copyright and other intellectual property laws and treaties. Except as expressly stated herein, this ▇▇▇▇ does not grant you any intellectual property rights in the Software. All rights not expressly granted are reserved by PFU and its suppliers.

  • Assumption of rights If PayPal invalidates and reverses a payment that you made to a recipient (either at your initiative or otherwise), you agree that PayPal assumes your rights against the recipient and third parties related to the payment, and may pursue those rights directly or on your behalf, in PayPal’s discretion. This is known in legal terms as your “subrogation” or “assignment” to PayPal of your rights against the recipient and third parties related to the payment. Our failure to act with respect to a breach of any of your obligations under this user agreement by you or others does not waive our right to act with respect to subsequent or similar breaches. We may request information from you as we reasonably require to facilitate our actions described in this user agreement, enable us to reduce the risk of fraud or comply with our regulatory (including anti-money laundering) obligations. You must comply with these requests in a timely fashion. This may involve you faxing, emailing or otherwise providing to us at your own expense identification documents and information about your finance and operations (such as your most recent financial statements and merchant processing statements).