Settlement by SPE Clause Samples

Settlement by SPE. SPE shall have the right to act on Marvel’s behalf solely for the purpose of settling any or all pending litigation between Marvel and MGM with respect to the Property on terms (and within a time period) which will satisfy the Condition set forth in Section 1.b(ii) and (iii), provided that Marvel is not obligated to make any payment to SPE or MGM in connection therewith and that such settlement does not create, assume (or constitute an admission of) any right(s), liens, encumbrances and/or obligations in favor of MGM and/or any other party which would be binding on Marvel or its successors other than (i) the release of claims and other customary terms of litigation settlement agreements, including representations, warranties and indemnification obligations relating to authority and/or no prior transfer of claims, etc., and/or (ii) obligations in connection with Pictures produced by SPE hereunder. In connection with such settlement SPE shall have the right to act as Marvel’s attorney in fact under Section 18.d hereof for the purpose of executing settlement agreements, releases, stipulations, dismissals or other documents which are necessary or convenient in order to satisfy the Conditions set forth in Sections 1b.(ii) and (iii) hereof and are consistent with this Section 36.b. In connection with any such settlement entered into by SPE, no rights with respect to the Property may be granted by SPE to MGM and SPE may not permit MGM to retain any claimed rights in connection with any Production. SPE’s Rights will be subject to any and all terms and conditions contained in any settlement agreement or other document entered into by SPE as Marvel’s attorney in fact. SPE shall perform any obligations to MGM in connection with Pictures produced hereunder which are undertaken by SPE in a settlement agreement or other document entered into by SPE as Marvel’s attorney in fact (e.g., if such settlement agreement requires that a writer engaged by MGM be paid additional compensation if the writer receives credit in connection with a motion picture produced by Marvel or its successors, SPE will perform such obligation if such writer receives credit in connection with a Picture produced by SPE hereunder). If any money is paid by MGM to SPE under any settlement pursuant to this Section 36.b, SPE and Marvel will attempt in good faith to agree what portion of such money represents a payment in settlement of Marvel’s indemnification claim against MGM and if Marvel and SPE are u...
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Related to Settlement by SPE

  • Assignment by Seller The Seller shall have the right, upon notice to but without the consent of the Servicer, to assign, in whole or in part (but exclusive of the Servicer’s rights and obligations as owner of the servicing rights relating to the Mortgage Loans), its interest under this Agreement to the Depositor, which in turn shall assign such rights to the Trustee, and the Trustee then shall succeed to all rights of the Seller under this Agreement. All references to the Seller in this Agreement shall be deemed to include its assignee or designee and any subsequent assignee or designee, specifically including the Trustee.

  • Management by Members Management of the Company shall be vested in its members. The members shall have the exclusive right, power and authority to manage and operate the business and affairs of the Company and to authorize any act or transaction on behalf of the Company. The members may from time to time appoint and delegate authority to act on behalf of the Company to such officers as the members deem appropriate. Any deed, agreement or other instrument, whether or not for apparently carrying on in the usual way the business or affairs of the Company, shall be binding on the Company and may be relied upon by any person or entity which is supplied with such executed deed, agreement or other instrument, if the same is executed on behalf of the Company by a member.

  • Assignment by Buyer Buyer shall have the right to assign this Agreement to any third party or parties and no consent on the part of Seller shall be required for such assignment, provided however, that any such assignment shall not relieve Buyer of its liabilities and obligations hereunder.

  • Assignment by Purchaser The Purchaser shall have the right, without the consent of the Company but subject to the limit set forth in Section 2.02 hereof, to assign, in whole or in part, its interest under this Agreement with respect to some or all of the Mortgage Loans, and designate any person to exercise any rights of the Purchaser hereunder, by executing an Assignment and Assumption Agreement and the assignee or designee shall accede to the rights and obligations hereunder of the Purchaser with respect to such Mortgage Loans. All references to the Purchaser in this Agreement shall be deemed to include its assignee or designee.

  • Payment by Tenant Tenant shall pay to Landlord, within fifteen (15) days after delivery by Landlord to Tenant of statements therefor: (i) sums equal to expenditures reasonably made and obligations incurred by Landlord in connection with Landlord’s performance or cure of any of Tenant’s obligations pursuant to the provisions of Section 19.2.3 above; and (ii) sums equal to all expenditures made and obligations incurred by Landlord in collecting or attempting to collect the Rent or in enforcing or attempting to enforce any rights of Landlord under this Lease or pursuant to law, including, without limitation, all legal fees and other amounts so expended. Tenant’s obligations under this Section 19.3 shall survive the expiration or sooner termination of the Lease Term.