Assignor’s Obligations Clause Samples
The "Assignor’s Obligations" clause defines the responsibilities and duties that the assignor must fulfill under an assignment agreement. Typically, this includes ensuring that the rights being assigned are valid, not subject to undisclosed encumbrances, and that all necessary consents or approvals have been obtained. For example, the assignor may be required to provide documentation or assist in the transition of rights to the assignee. The core function of this clause is to clarify the assignor’s commitments, thereby protecting the assignee from unforeseen issues and ensuring a smooth and enforceable transfer of rights.
POPULAR SAMPLE Copied 2 times
Assignor’s Obligations. Assignor agrees that, notwithstanding this Agreement, it will perform and discharge and remain liable for all its covenants, duties, and obligations arising in connection with the Collateral and any licenses and agreements related thereto. Assignee shall have no obligation or liability in connection with the Collateral or any licenses or agreements relating thereto by reason of this Agreement or any payment received by Assignee relating to the Collateral and Assignee shall not be required to perform any covenant, duty or obligation of Assignor arising in connection with the Collateral or any license or agreement related thereto or to take any other action regarding the Collateral or any such licenses or agreement, except and only to the extent that Assignee has acquired absolute ownership of the Collateral upon an exercise of its remedies under Section 5 hereof.
Assignor’s Obligations. Notwithstanding any other provisions of this Agreement, Assignor affirms and agrees that it shall remain fully and primarily liable to Landlord for the payment and performance of all obligations of the tenant under the Lease and that this Agreement shall not relieve Assignor of such liability; provided, however, that Assignor shall not be bound by any modifications to the Lease which are made without Assignor’s prior written consent and Assignor shall not be bound by the amendment to Article 35 of the Lease set forth in Section 8 of this Assignment (“Revised Article 35”).
Assignor’s Obligations. 4.1 The Assignor covenants and agrees with the Assignee to duly and punctually discharge all liabilities and perform all obligations in respect of the Assigned Interest relevant to the period prior to the Effective Date (excluding liabilities and obligations scheduled for performance on or after the Effective Date) regardless of whether such liability and obligations arise before or after the Effective Date.
4.2 The Assignor indemnifies and holds the Assignee harmless from and against all liability to the extent of the Assigned Interest which the Assignee may incur by reason of any breach or non-observance by the Assignor of this Deed.
Assignor’s Obligations. Assignor shall perform all of the obligations of the “Tenant” under the Lease through and including the day prior to the Effective Date.
Assignor’s Obligations. Subject to the Buyer making payment of the Total Price and the Extras in the manner stipulated in this Agreement, the Assignor hereby agrees:
Assignor’s Obligations. The ASSIGNOR is obliged to:
a) Provide to the ASSIGNEE all the information that is requested and that it has in its power, as well as to sign, evidence, comply with any other requirement necessary and exercise all the legal actions that are required, with the purpose of obtaining, whenever required, any such authorizations in order for the ASSIGNEE to exercise the rights conferred herein;
b) Assist during the term of the Agreement to resolve any contingency that may affect the legal status of the CONCESSIONS, and that may prevent or limit to exercise the rights herein granted to ASSIGNEE, being the Assignor obliged to indemnify and hold harmless the ASSIGNEE, without any limitation whatsoever, from any contingency derived from any liability of ASSIGNOR due to causes existing prior to the execution of this Agreement, including, without limitation, due to hidden liabilities, that result in the filing of claims, demands, notices or any other acts, whether of federal, local or municipality authorities or of any third party with interest over the CONCESSIONS, expressly but not limited to, fiscal, labor, social security, administrative or mainly environmental nature with regards to the reps and warranties made by the ASSIGNOR in this Agreement, by contingencies that arise from any event of default, whether such default is total or partial, in connection with the obligations assumed by the ASSIGNOR by virtue of the CONCESSIONS or regarding the activities and operations that were carried out by ASSIGNOR over the lots provided under the CONCESSIONS, as well as by eviction, nullity, revocation or loss of the rights granted by the CONCESSIONS due to previous causes to the execution of this Agreement or in the event that the Authority does not authorize the registration of this assignment;
c) Assign the CONCESSIONS to the ASSIGNEE free from all charges, liens, encumbrances, according to the provisions of this Agreement and the recitals of the ASSIGNOR, save for that stated in the Third Clause of this Agreement;
d) Assume and comply with its obligations of labor, social security and fiscal nature as well as any other applicable, regarding its own workers and contractors, obliging to release and hold the ASSIGNEE harmless from any claim, demand, accusation or complaint that may arise against it, by the workers or contractors of the ASSIGNOR or by the authorities of labor or administrative jurisdiction, derived from all those acts carried out by ASSIGNOR in the CONCESSIO...
Assignor’s Obligations. Assignor shall keep Bank informed of any changes in all circumstances that could reasonably be expected to materially and adversely affect the Rights and Remedies, and Assignor shall not waive, amend, alter, or modify any of the Rights and Remedies without prior written consent of Bank.
Assignor’s Obligations. The Assignor shall:
Assignor’s Obligations. Assignor agrees that, notwithstanding this Collateral Assignment, it will perform and discharge and remain liable for all its covenants, duties, and obligations arising in connection with the Collateral and any licenses and agreements related thereto. Assignee shall have no obligation or liability in connection with the Collateral or any licenses or agreements relating thereto by reason of this Collateral Assignment or any payment received by Assignee relating to Collateral, nor shall Assignee be required to perform any covenant, duty, or obligation or Assignor arising in connection with the Collateral or any license or agreement related thereto or to take any other action regarding the Collateral or any such licenses or agreement. Assignor shall have the obligation to maintain, preserve or renew the Trademarks, and take any action to prohibit the infringements or unauthorized use of same by any third party. Assignee shall have no obligation to maintain, preserve or renew the Trademarks, nor to take any action to prohibit the infringements or unauthorized use of same by any third party.
Assignor’s Obligations. The obligations of the Assignor under this Agreement shall remain in full force and effect until the Bank shall have received all amounts due or to become due to It hereunder in accordance with the terms hereof.