Required Assignments Sample Clauses

The Required Assignments clause mandates that one or both parties must transfer certain rights, obligations, or interests under the contract to another party, typically upon the occurrence of specified events. In practice, this clause may require a party to assign intellectual property rights, contractual duties, or other assets to a third party, such as a successor, affiliate, or designated assignee, often in connection with a merger, acquisition, or restructuring. Its core function is to ensure that critical rights or responsibilities are seamlessly transferred as needed, thereby preventing disruptions and maintaining continuity in contractual relationships.
Required Assignments. If a Party is required by the terms of this Agreement to assign or transfer to the other Party any agreement, document, or right and such Party, after utilizing the level of efforts required hereunder, is unable to do so as the result of forces beyond its reasonable control, then the Party shall use its commercially reasonable efforts to make available to the other Party the material benefits of such agreement, document, or right in lieu of such assignment or transfer.
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Required Assignments. The Borrower shall have the right, by giving at least 15 Business Days' prior written notice to the affected Lender and the Administrative Agent, at any time when no Default or Unmatured Default has occurred and is continuing, to require any Lender to assign all of its rights and obligations under the Loan Documents to a Purchaser approved by the Borrower. Such assignment shall be substantially in the form of Exhibit "C" hereto or in such other form as may be agreed to by the parties thereto but shall be on terms and conditions reasonably satisfactory to the affected Lender. If the affected Lender is a Reference Lender, the Administrative Agent, with the consent of the Borrower (which shall not be unreasonably withheld), shall appoint a new Reference Lender from among the Lenders. The Borrower shall remain liable to the affected Lender for any indemnification provided under Section 3.4 with respect to Loans of such Lender outstanding on the effective date of an assignment required under this Section 12.3.2, as well as for all other Obligations owed to such Lender under this Agreement as of such effective date.
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Required Assignments. If a Lender (a) is a Defaulting Lender or (b) fails to give its consent to any amendment, waiver or action for which consent of all Lenders was required and Required Lenders consented, then, in addition to any other rights and remedies that any Person may have, Agent may, by notice to such Lender within 120 days after such event, require such Lender to assign all of its rights and obligations under the Loan Documents to a replacement Lender (acceptable to Borrowers) specified by Agent, pursuant to appropriate Assignment and Acceptance(s) and within 20 days after Agent’s notice. Agent is irrevocably appointed as attorney-in-fact to execute any such Assignment and Acceptance if the Lender fails to execute same. Such Lender shall be entitled to receive, in cash, concurrently with such assignment, all amounts owed to it under the Loan Documents, including all principal, interest and fees through the date of assignment (but excluding any prepayment charge).
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Required Assignments. Each bargaining-unit Language Specialist shall be assigned and required to teach up to three regular CELCIS classes in fall and winter semesters and in either spring or summer session, a 37.5 hour load, provided the CELCIS enrollment is such that sufficient classes are scheduled. Bargaining-unit Language Specialists required to teach spring session one year shall be required to teach summer session the subsequent year and vice versa, assuming sufficient classes are offered in each session to permit this rotation. With the prior approval of the Director, Language Specialists may trade spring/summer session assignments.
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Required Assignments. If a Party is required by the terms of this Agreement to assign or transfer to the other Party any agreement, document, or right and such PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO THE COMPANY'S APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934. Party, after utilizing the level of efforts required hereunder, is unable to do so as the result of forces beyond its reasonable control, then the Party shall use its commercially reasonable efforts to make available to the other Party the material benefits of such agreement, document, or right in lieu of such assignment or transfer.
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Related to Required Assignments

  • Permitted Assignments A Lender may assign to an Eligible Assignee any of its rights and obligations under the Loan Documents, as long as (a) each assignment is of a constant, and not a varying, percentage of the transferor Lender’s rights and obligations under the Loan Documents and, in the case of a partial assignment, is in a minimum principal amount of $5,000,000 (unless otherwise agreed by Agent in its discretion) and integral multiples of $1,000,000 in excess of that amount; (b) except in the case of an assignment in whole of a Lender’s rights and obligations, the aggregate amount of the Commitments retained by the transferor Lender is at least $5,000,000 (unless otherwise agreed by Agent in its discretion); and (c) the parties to each such assignment shall execute and deliver to Agent, for its acceptance and recording, an Assignment and Acceptance. Nothing herein shall limit the right of a Lender to pledge or assign any rights under the Loan Documents to (i) any Federal Reserve Bank or the United States Treasury as collateral security pursuant to Regulation A of the Board of Governors and any Operating Circular issued by such Federal Reserve Bank, or (ii) counterparties to swap agreements relating to any Loans; provided, however, that any payment by Borrowers to the assigning Lender in respect of any Obligations assigned as described in this sentence shall satisfy Borrowers’ obligations hereunder to the extent of such payment, and no such assignment shall release the assigning Lender from its obligations hereunder.

  • Shift Assignments When an opening occurs in a shift assignment in an appropriate work group at a location, preference shall be given to employees within the classification who possess the training, ability and any required special qualifications to perform the work required, on the basis of seniority. In the event that no employee desires a shift assignment, employees shall be selected in order of inverse seniority. This provision shall not apply to necessary training assignments. This provision shall not in itself alter the practice of rotating shifts where such practice presently exists. No employee who has a regular shift assignment on the effective date of the Agreement shall be involuntarily displaced from such shift assignment as a result of this Article.

  • Valid Assignment No Receivable has been originated in, or is subject to the laws of, any jurisdiction under which the sale, transfer, assignment and conveyance of such Receivable under this Receivables Purchase Agreement or the Sale and Servicing Agreement or the pledge of such Receivable under the Indenture is unlawful, void or voidable or under which such Receivable would be rendered void or voidable as a result of any such sale, transfer, assignment, conveyance or pledge. The Seller has not entered into any agreement with any account debtor that prohibits, restricts or conditions the assignment of the Receivables.

  • Void Assignment Any sale, exchange or other transfer by any Member of any Units or other interests in the Company in contravention of this Agreement shall be void and ineffectual and shall not bind or be recognized by the Company or any other party.

  • Room Assignments a. The University assigns roommates without regard to race, color, national origin, age, religion, disability, veterans’ status, sexual orientation, gender identity or expression. b. The University will only assign same genders together. c. The University does not permit registered sex offenders to live in university housing. d. Assignment to a specific building, type of housing, room/apartment capacity, or specific roommate is not guaranteed. e. The University reserves the right to make housing assignments and to require assignment changes when considered advisable or necessary by the University. f. For special accommodations, students with disabilities or other unique needs must make a written request for an accommodation to the Office of Student Accessibility Services. g. If permanent space is not available in University housing, the University may place you in a supplemental space or waiting list until a permanent space is available. Only the person(s) assigned by the University to your room may reside in the room, suite or apartment. h. The University reserves the right to make changes in room assignments for any reason the University determines to be appropriate in its sole and absolute discretion, including without limitation, roommate conflicts, pending disciplinary action, and non-compliance with the University Regulations. Room re- assignments may include but are not limited to, an assignment to a supplemental space or a consolidation of residents, and shall not result in a decrease or an increase in your Contract Rate. i. If your room assignment is changed by the University, and you fail to vacate your current room within twenty-four hours after the University has issued you an authorization or instruction to move, you will be assessed a daily charge equal to three times the daily room charge during the holdover period. j. University will try to match roommates based on student preference profiles. However, the University cannot guarantee the requested preference in the room assignment process. If Student chooses to live with another Student based on a self-selection process, Student preference profiles shall not be considered by the University. k. Students without disabilities may reside in Residence Hall/Apartments rooms which have been specifically designed to accommodate persons with disabilities. In the event a Residence Hall room is needed to accommodate a person with a disability, Student may be required to relocate to alternate University Campus Housing accommodations. In this instance, University shall pay reasonable moving expenses to relocate occupant(s) to alternate accommodations. In this instance, University shall provide no less than fourteen (14) days written notice prior to terminating the existing Contract. l. If permanent space is not available, the UTRGV may place Student in temporary space until permanent space is available. m. Only the person(s) assigned by DHRL to Student’s room may reside in the room. The University reserves the right to make changes in room assignments for such reasons as the University determines to be appropriate in its sole and absolute discretion, including, without limitation, roommate conflicts, pending disciplinary action, non-compliance with University Regulations, and disruptions to the community. n. Single occupancy in double rooms is allowed only on University’s prior approval, which may be withheld in its sole and absolute discretion. Single room occupancy in rooms designated as double occupancy will be charged at specified rates. If the University has a waitlist for Residence Hall bed space, single room contracts may be changed to double room contracts. o. If Student's roommate vacates the double room or if Student’s suitemates all vacate the suite, ▇▇▇▇▇▇▇ agrees to accept another roommate or suitemate as assigned. Student may be asked to move to another room if requested by the University. Failure to move may result in you being charged a single room rate and improper check out fee in addition to disciplinary actions p. Room changes may be made only with the approval of DHRL. Hall, Building and/or room type changes may be made only with approval of DHRL. Students who complete a hall and/or room type change will may be required to sign a new contract. q. University reserves the right to consolidate vacancies and close all or part of Residence Halls/Apartments.