Second Assignment definition
Examples of Second Assignment in a sentence
The Servicer hereby acknowledges each of the First Assignment and Assumption and the Second Assignment and Assumption.
Immediately after giving effect to the First Assignment and Assumption, the Depositor hereby grants, transfers and assigns its rights and obligations in and under the First Assignment and Assumption to the Trustee, on behalf of the Trust, and the Trustee, on behalf of the Trust, hereby accepts such assignment from the Depositor (the "Second Assignment and Assumption").
This Second Assignment may be executed in one or more counterparts, each of which shall be deemed an original and all of which shall constitute one and the same instrument.
This Second Assignment shall be binding upon and inure to the benefit of the parties hereto, and to its respective successors in interest and assigns.
This Second Assignment shall become effective upon the Closing Date, as defined in the Purchase Agreement.
No modification, waiver, amendment, discharge or change of this Second Assignment shall be valid unless the same is in writing and signed by the party against which the enforcement of such modification, waiver, amendment, discharge or change is or may be sought.
Notwithstanding any other provision contained herein to the contrary, the rights of Assignee under this Assignment are subject and subordinate always to the prior rights of the First Assignee under the First Assignment and the Second Assignee under the Second Assignment.
Unless and until an Event of Default shall have occurred and be continuing under the Ship Mortgage covering the Vessel given by the Assignor to the Assignee, as collateral agent and mortgagee, the Assignor shall be entitled to exercise all its rights under the Insurances (subject to the provisions of the First Assignment, the Second Assignment and this Assignment) in all respects as if this Assignment had not been made.
Unless and until an Event of Default shall have occurred and be continuing under a Ship Mortgage covering such Vessel given by such Assignor to the Assignee, as collateral agent and mortgagee, such Assignor shall be entitled to exercise all its rights under the Insurances (subject to the provisions of the First Assignment, the Second Assignment and this Assignment) in all respects as if this Assignment had not been made.
The Assignor hereby further represents and warrants that neither it nor any other Guarantor or other Subsidiary of the Company has assigned, pledged or in any way created or suffered to be created any security interest in the whole or any part of the right, title and interest hereby assigned, except for the First Assignment, the Second Assignment and this assignment to the Assignee.