Assignment of the Note Clause Samples

The "Assignment of the Note" clause defines the conditions under which the rights and obligations under a promissory note can be transferred from one party to another. Typically, this clause outlines whether the lender may assign or sell the note to a third party, and may specify if the borrower's consent is required or if notice must be given. For example, it might allow a bank to sell the note to another financial institution without the borrower's approval. The core function of this clause is to provide flexibility for the lender to transfer its interest in the note, thereby facilitating liquidity and risk management in lending transactions.
Assignment of the Note. Assignor hereby irrevocably assigns, transfers, and conveys unto Assignee, all of Assignor’s right, title and interest in and to the Note (which is attached hereto as Schedule B-1), together with the money due and to become due thereon, with the interest as set forth in said Note and other obligations and all proceeds thereof.
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Assignment of the Note. The Noteholder shall not sell, assign or otherwise transfer the Note or any interest therein without the written consent of the Note Issuer and the Depositor (which shall be deemed given by the Note Issuer and the Depositor if a Responsible Officer of each of the Note Issuer and the Depositor consents to such sale, assignment or transfer on its behalf), such consent not to be unreasonably withheld, delayed or conditioned. The foregoing shall not restrict a sale, assignment or transfer of the Note to the surviving or successor Person resulting from a merger or consolidation of the Noteholder with or into another Person (the “Noteholder Surviving Person”), provided, however, in connection with any such merger or consolidation, the Note Purchase Agreement shall be modified on terms reasonably satisfactory to the Noteholder, the Note Issuer, the Depositor, the Servicer, the Club Trustee, the Backup Servicer, the Collateral Agent, Paying Agent and the Custodian to address any impact of the merger or consolidation on any of such Persons, including, without limitation, to ensure that (i) there will not be any material adverse effect on the rights or obligations of any of such Persons, directly or indirectly, under the Note Purchase Agreement or any of the other Transaction Documents (including, without limitation, as a result of a decrease in the amount reasonably likely to be transferred to the Certificate Distribution Account for distribution pursuant to the Trust Agreement as a result of the sale, transfer or assignment of the Note to any such Noteholder Surviving Person); (ii) the Noteholder Surviving Person shall assume all obligations of the Noteholder to be performed or observed under this Note Purchase Agreement, the Note and the other Transaction Documents; and (iii) an Opinion of Counsel to the Noteholder in connection therewith shall be delivered to the other parties to this Note Purchase Agreement (at no expense to such other parties).
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Assignment of the Note 
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Related to Assignment of the Note

  • Assignment of the Agreement This Agreement and the rights hereunder may be assigned by FirstLink to any majority-owned subsidiary of FirstLink or to an affiliate or party acquiring all or substantially all of the assets of FirstLink upon prior written consent of Owner. Such consent shall not be unreasonably withheld. Alternatively, the Agreement may be assigned by FirstLink to any FirstLink subsidiary so long as FirstLink agrees in writing that it shall remain liable for all obligations arising under this Agreement. FirstLink may also assign this Agreement to any party providing financing to FirstLink; provided that such assignment shall not relieve FirstLink from its obligations hereunder. In connection with a sale or disposition of the Properties, Owner shall request FirstLink's written consent to assign this Agreement and shall require any subsequent owner of the Properties to assume this Agreement and the rights and obligations hereunder. Subject to the foregoing, this Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the respective parties to this Agreement.

  • Successors and Assigns; Assignment of Servicing Agreement This Agreement shall bind and inure to the benefit of and be enforceable by the Servicer, the Seller, the NIMS Insurer and the Master Servicer and their respective successors and assigns. This Agreement shall not be assigned, pledged or hypothecated by the Servicer to a third party except in accordance with Section 7.03 and shall not be assigned, pledged or hypothecated by the Seller without the prior written consent of the NIMS Insurer except as to the extent provided in Section 9.12.

  • Assignment of Agreement The following conditions must be satisfied in order to effectuate any assignment of this Agreement: (i) This Agreement may only be transferred through a book entry system maintained by Principal Life, or an agent designated by it, within the meaning of Temporary Treasury Regulations Section 5f.103-1(c) and Treasury Regulations Section 1.871-14(c)(1)(i). (ii) The Agreement Holder, and any assignee, must comply with applicable securities laws. (iii) Principal Life has consented in writing to the proposed assignment, such consent not to be unreasonably withheld. (iv) Principal Life shall have received from the proposed assignee a duly executed certificate containing, in substance, the information, representations, warranties, acknowledgments and agreements set forth in this Agreement. Any attempted sale, transfer, anticipation, assignment, hypothecation, or alienation not in accordance with this Section 6 shall be void and of no effect. Until such time, if any, as Principal Life has consented in writing to a proposed assignment, Principal Life shall not be obligated to make any payments to or at the direction of anyone other than the person shown on Principal Life’s books and records as the Agreement Holder. Once the foregoing conditions have been satisfied with respect to an assignment, the assignee or its successor shall be deemed to be the sole Agreement Holder for all purposes of this Agreement and Principal Life shall promptly amend its records to reflect the assignee’s status as Agreement Holder.

  • Assignment of Contract A. No assignment by a party hereto of any rights under or interests in the Contract will be binding on another party hereto without the written consent of the party sought to be bound; and, specifically but without limitation, moneys that may become due and moneys that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents.

  • Assignment of Proprietary Lease With respect to a Cooperative Loan, the assignment or mortgage of the related Proprietary Lease from the Mortgagor to the originator of the Cooperative Loan.