Rights and Obligations of Assignee Sample Clauses

The 'Rights and Obligations of Assignee' clause defines the specific entitlements and responsibilities that are transferred to an assignee when a contract or interest is assigned. This clause typically outlines what rights the assignee may exercise, such as receiving payments or enforcing terms, and what obligations they must fulfill, like adhering to performance requirements or assuming liabilities. By clearly delineating these aspects, the clause ensures that both parties understand the scope of the assignee's role, thereby preventing disputes and maintaining the integrity of the contractual arrangement after assignment.
Rights and Obligations of Assignee. Unless and until an assignee becomes a substituted Member pursuant to Section 10.5, the assignee shall not be entitled to any of the rights granted to a Member hereunder or under applicable law, other than the rights granted specifically to assignees pursuant to this Agreement or pursuant to the Act; provided that without relieving the assigning Holder from any such limitations or obligations, as more fully described in Section 10.4(e) hereof, such assignee shall be bound by any limitations and obligations of a Holder contained herein by which a Member or other Holder would be bound on account of the assignee’s interest in the Company (including the obligation to make required Capital Contributions with respect to any transferred Units).
View SourceView Similar (21)
Rights and Obligations of Assignee. Upon the assignment by a Lender in accordance with this Article XI, the assignee receiving such assignment shall have all of the rights and obligations of the Lenders with respect to the Transaction Documents; including, without limitation, the confidentiality obligations set forth in Section 13.07 hereof and the requirement to provide the tax forms contemplated in Section 10.10(b).
View SourceView Similar (2)
Rights and Obligations of Assignee. The purchaser or other transferee of a Member's interest in the Company shall have only the right to receive the distributions and allocations of profits or losses to which the Member would have been entitled, and the obligation to contribute to the Operating Account under this Agreement with respect to the transferred interest and shall not have or enjoy any right to participate in the management of the Company or to receive any financial information or reports relating to the Company or any other rights of a Member unless and until the purchaser or transferee is admitted as a Member pursuant to Section 5.2.
View Source
Rights and Obligations of Assignee. In addition to the foregoing registration rights granted to Winstar and Winstar Sub hereunder (i) one demand registration right as contemplated by Section 8.1 shall be granted to each of (a) the holders of the Assigned Shares as a group and (b) the holders of the largest portion of the Assigned Shares, if any, and (ii) the holders of the Assigned Shares shall be entitled to the same "piggy back" registration rights under Section 8.2 with respect to such Assigned Shares as Winstar Sub has with respect to the Shares purchased by it, including a "piggy back" right with respect to one of the registrations that Winstar or Winstar Sub may demand pursuant to Section 8.1. The provisions of Section 8 shall apply to such assignee in all respects and the Shares purchased by such assignee shall be deemed to be Registrable Securities for all purposes of Section 8. In addition, any assignee of Winstar Sub shall be required to make all representations and warranties as provided in Section 5 and shall be obligated to perform all of the covenants required to be preformed as provided in Section 6.
View Source
Rights and Obligations of Assignee. Release of Assignor. -------------------------------------------------------- From and after the Settlement Date, the Assignee shall be entitled to all rights, powers and privileges of, and shall perform all of the duties and obligations of, the Assignor under the Financing Agreement and all related documents, to the extent of the Assigned Share, including without limitation (i) the right to receive all payments in respect of the Assigned Share which are unpaid on the Settlement Date or become payable from and after the Settlement Date, whether on account of principal, interest, fees, indemnities, increased costs, additional amounts or otherwise, (ii) the right to vote and to instruct the Agent under the Financing Agreement to the extent of the Assigned Share, (iii) the right to set off and to appropriate and apply deposits of the Company (and any other obligor) as set forth in the Financing Agreement or any related document, (iv) the right to receive notices, requests, demands and other communications from the Agent, the Company and/or any other party required to give notices, requests, demands or other communications, and (v) the obligation to fund all payments required to be made by a Lender holding the Assigned Share. From and after the Settlement Date, the Assignor shall be released from all duties and obligations under the Financing Agreement and all related documents to the extent of the Assigned Share.
View Source
Rights and Obligations of Assignee. A transferee of Units that is not admitted as a Member pursuant to Section 12.67 (such non-admitted transferee, an "Assignee") shall be entitled only to allocations of Profit and Loss (and items of income, gain, expense, deduction and loss that are not included in the computation of Profit and Loss) and Distributions under this Agreement with respect to such transferee's Units. An Assignee has no right to (i) vote or otherwise participate in Company matters (including having no right to vote on the matters specified in this Agreement to be subject to the approval or consent of the Members); (ii) take part in the management of the Company's affairs or transact any business on behalf of the Company; (iii) receive any notices to be provided to Members under this Agreement or the Act; (iv) receive any information or accounting from the Company; (v) inspect the books or records of the Company; and (vi) any other rights of a member under the Act or this Agreement other than those described in the first sentence of this Section 12.7.5. Any Units or other limited liability company interest that an Assignee may acquire will be treated in the same manner under this Section 12.7.5 as, and will otherwise be made part of, that Assignee's Economic Interest.
View Source

Related to Rights and Obligations of Assignee

  • Rights and Obligations of Party B 8.1 Party B is entitled to use the Leased Units in accordance with the Contract. Party B may set a notable mark on the exit of elevators of the floor of leasing pursuant to the ▇▇▇evant management regulations of the Corporate Squares. The detailed conditions shall be discussed by both Parties. 8.2 Party B shall carry out the business activities in the Leased Units in compliance with laws, regulations and rules of the People's Republic of China and is prohibited to harm Party A's reputation through its activities. 8.3 Party B shall duly make the payments with respect to the rent, property management fee, electricity usage fee and any other charges it shall be responsible for. 8.4 Starting from the Commencement Date, Party B shall purchase insurance for the properties in the Leased Units, including property insurance and third party liability insurance. Otherwise, Party B and not Party A shall be solely responsible for all liabilities and losses. 8.5 Party B shall not alter the purpose of use of the Leased Units without consent in writing from Party A. 8.6 Party B shall not re-lend, sublease, and exchange the Leased Units, in whole or part, to third parties or allow third parties to use the Leased Units by other means, without consent in writing from Party A. 8.7 Party B shall not alter the locking and security system on the gate of the Leased Units without consent in writing from Party A or approval from related departments. 8.8 Party B shall not alter or move the equipment for usage of water and electricity and shall not enlarge the capacities of central air conditioning, without consent in writing from Party A. 8.9 Party B shall take necessary actions to prevent the Leased Units from fires accident or man-made damage. Party B shall immediately notify to Party A with respect to any damage of the Leased Units. Party B shall restore the damaged parts of the Leased Units to their former condition within one month upon receipt of Party A's notice, provided that the damages resulted from negligence by Party B and its employees. If Party B fails to do so timely, Party A has the right to repair the damaged parts. All the expenses thus incurred shall be borne by Party B. 8.10 Party B is entitled to require Party A repairing the Leased Units, and the public facilities and equipment, and repair such based on the original standards by itself if Party A fails to perform the obligation of repairing timely and affects the normal use of such. All the expenses thus incurred shall be borne by Party A. The equipment newly added or improved by Party B shall be repaired by Party B.

  • Rights and Obligations of Party A 1. Party A shall specify the business functions (including but not limited to regular freight forwarder, warehouse management and related loading and unloading, sorting, transportation of cargo, administration support and other functions, subject to the parties’ written agreement) to be outsourced to Party B directly in this Agreement or Appendices hereto, and provide clear instructions and requirements regarding each outsourced function to Party B. Party B will discretionally assign personnel to dedicate to each of such business functions. The assigned personnel must arrive at the places of work designated by Party A by the date agreed by the parties in Appendices or within fifteen (15) days after the execution of this Agreement. In the case of late arrival, an overdue fine will be charged at RMB [***] per day. 2. Party A shall be responsible for workplace environment and production safety in connection with the works performed by Party B’s personnel in conformity with labor protection regulations executed by the government of the People’s Republic of China (“PRC”), and provide requisite tools and equipment. For green hands, upon Party B’s request, Party A may provide support for trainings performed by Party B to such employees regarding safety and operating rules, and deliver relevant training materials and requirements to Party B. Party B must ensure that all employees assigned by it have been duly trained and qualified for providing services to Party A. 3. Party A is entitled for designing service specifications and evaluation method based on the needs of the outsourced work. Party B shall perform the outsourced service in accordance with this Agreement and such service specifications. Party A will evaluate Party B’s performance on a monthly basis by applying the evaluation method (See Appendices for the service specifications and evaluation method). 4. Party A is entitled to require re-examination of medical fitness of the employees assigned by Party B on a selective basis. In case of any “unfit” result, Party A may require Party B to replace relevant employee in [***] days and pay the re-examination fee for the unfit employee. In such case, Party B must ensure full participation and timely completion of Party A’s assignments. Party A may require Party B to deliver copies of employment contracts and social insurance certificates and other relevant materials within [***] days after the date of this Agreement, and Party B and its employees shall cooperate. Party A is entitled to monitor the performance of Party B’s employees and inform Party B’s field manager of any non-compliance with operating specifications, and Party B’s field manager shall correct non-compliance and give warning to relevant employee. 5. Party A is entitled to require replacement of any Party B’s employee within [***] days upon awareness of any of the following conducts committed by such employee: (1) Failure to comply with operating specifications, which affects the normal performance of the outsourced work or the quality of such work, causing loss to Party A; (2) Serious violation of regulations, duties and disciplinary rules pertaining to the outsourced business functions; (3) Failure to provide true and valid certificates of medical fitness and identification, or provision of false certificates of medical fitness or identification; (4) Hurl abuse at or physical attack on somebody at work place, In such cases, Party B must ensure full participation and timely completion of Party A’s assignments. 6. Party A shall pay for Party B’s performance of the outsourced service in accordance with the pricing criteria and payment terms set forth in this Agreement. 7. Party A shall keep strictly confidential all information, data and materials (including but not limited to, technical, financial and sales information, data and materials) as well as other communications in connection with Party B. 8. Upon Party B’s request, Party A may provide labor protection articles to Party B. 9. Upon Party B’s request, Party A may provide living conditions such as board and lodging to Party B’s employees.

  • Rights and Obligations of Parties The rights and obligations of each of the parties in any of the property of either or both of them whenever and wherever acquired or located; [PL 1995, c. 694, Pt. B, §2 (NEW); PL 1995, c. 694, Pt. E, §2 (AFF).]