Full Assignment Clause Samples

The Full Assignment clause establishes the right of one party to transfer all of its rights and obligations under a contract to another party. In practice, this means that the original party can assign the entire agreement, rather than just specific parts, to a third party, often with the consent of the other contracting party. This clause is essential for facilitating business transactions such as mergers or asset sales, as it allows for the seamless transfer of contractual relationships and obligations, thereby ensuring continuity and flexibility in commercial arrangements.
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Full Assignment. If the aggregate Revolving Credit Commitments of all Consenting Lenders are equal to or greater than 75% of the Total Revolving Credit Commitment in effect immediately prior to the Extension Request, then the Borrower may arrange for all rights and obligations of each Lender under this Agreement and under the other Loan Documents and Guaranties (including, without limitation, their Revolving Credit Commitment and all Loans owing to them) who has not given its written approval within sixty (60) days after the date of such Extension Request (the “Rejecting Lenders”) to be assigned, within ninety (90) days following such Extension Request, in accordance with Section 2.16 or 10.2, as applicable, to one or more Consenting Lenders or new replacement Lenders who shall have approved in writing such Extension Request at the time of such assignment (such Consenting Lenders together with any new replacement Lenders, the “Replacement Lenders”), and upon the assignment in full of the aggregate Revolving Credit Commitments, outstanding Loans and all Reimbursement Obligations of Rejecting Lenders to Replacement Lenders, the Administrative Agent shall promptly so notify the Borrower and each Consenting and Replacement Lender, and the Scheduled Termination Date shall be extended by one (1) year, and in such event the Borrower may thereafter request further extension(s) as provided in Section 2.17(a).
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Related to Full Assignment

  • Lawful Assignment No Receivable was originated in, or is subject to the laws of, any jurisdiction the laws of which would make unlawful, void or voidable the sale, transfer and assignment of such Receivable under this Agreement or pursuant to transfers of the Notes.

  • General Assignment A general assignment by Tenant for the benefit of creditors;

  • Shift Assignment Should the University elect to establish a shift on any other schedule than the regular day shift (Monday through Friday) or to assign employees to work on any such shift, the employee(s) with the most seniority in the classification affected or to be assigned on such shift shall have preference in moving to such shift. If an insufficient number of employees in the classification elect to move to such shift, then the employee(s) with the least seniority in the classification shall be assigned to such shift. If positions or shifts are reduced or eliminated or movement of personnel to other shifts is required, then the seniority of the affected employee will prevail in the selection of shift, provided the affected employee can do the required work. Such shift preference is only applicable within the employee's classification.

  • Additional Assignments The Contractor further agrees to, and if applicable, cause each of its employees to, execute, acknowledge, and deliver all applications, specifications, oaths, assignments, and all other instruments which the City might reasonably deem necessary in order to apply for and obtain copyright protection, mask work registration, trademark registration and/or protection, letters patent, or any similar rights in any and all countries and in order to assign and convey to the City, its successors, assigns and nominees, the sole and exclusive right, title, and interest in and to the deliverables. The Contractor’s obligations to execute, acknowledge, and deliver (or cause to be executed, acknowledged, and delivered) instruments or papers such as those described in this Paragraph 38 a., b., and c. shall continue after the termination of this Contract with respect to such deliverables. In the event the City should not seek to obtain copyright protection, mask work registration or patent protection for any of the deliverables, but should desire to keep the same secret, the Contractor agrees to treat the same as Confidential Information under the terms of Paragraph 37 above.

  • DEED OF ASSIGNMENT/TRANSFER Upon full payment of the TPP and subject to the consent (if applicable) being obtained by the Purchaser from the Developer/Proprietor and other relevant authorities and further subject to Clause 7.2 hereof, the Assignee/Bank and the Purchaser shall observe the following:- 8.1 The Assignee/Bank shall execute or cause to be executed as soon as possible at the Purchaser’s costs and expenses including legal, stamp and registration fees in favour of the Purchaser an Assignment in the form and format duly approved by the Assignee/Bank, of all the rights, title, interest and benefits under the principal Sale and Purchase Agreement entered into between the Developer/Proprietor and the original Purchaser upon the terms and conditions stipulated by the Assignee/Bank at its absolute discretion. Thereafter and upon payment by the Purchaser of all such costs and expenses including the vetting fee of the Assignment, the Assignee/Bank shall deliver to the Purchaser the Assignment duly executed or caused to be executed by the Assignee/Bank, the original of the principal Sale and Purchase Agreement or duplicate copy or certified true copy and the original of the previous Assignment(s) or duplicate copy or certified true copy as in the Assignee/Bank’s possession; 8.2 If the Property is a housing accommodation under the Housing Development (Control and Licensing) (Amendment) Act 2007, the Purchaser shall upon payment of the TPP forward to the Assignee/Bank’s solicitor the following:- a) a letter of undertaking by the Purchaser or the Purchaser’s financier in favour of the Developer to deliver to the Developer the duly stamped assignment within fourteen (14) days after the same has been stamped, and b) the Purchaser’s payment in favour of the Developer of the Purchaser’s portion of the Developer’s outgoings charges pursuant to Clause 13 hereof, or a certified true copy of the Developer’s official receipt evidencing the Purchaser’s payment of the same. 8.3 In the event that the separate document of title or strata title for the Property has been issued whether before, on or after the successful auction sale, the Purchaser shall bear all costs, expenses, levies, penalties and charges relating to stamping and/or registration of the transfer either directly from the Developer and/or Proprietor OR a double transfer where the Developer and/or Proprietor or any relevant authority requires the title to be transferred into the name of the Assignor prior to it being transferred to the Purchaser, all costs, expenses, levies, penalties and charges relating to stamping and/or registration of the transfer into the Assignor’s name shall be borne by the Purchaser.