Common use of Enforceability Clause in Contracts

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, or other similar laws affecting creditors' rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law.

Appears in 199 contracts

Samples: Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-1), Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-20), Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-2)

Enforceability. This The Assignee hereto represents and warrants that this Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 198 contracts

Samples: Servicing Agreement (GSR Mortgage Loan Trust 2006-9f), Servicing Agreement (GSR Mortgage Loan Trust 2006-8f), Servicing Agreement (GSR Mortgage Loan Trust 2007-3f)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, or other similar laws affecting creditors ' rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law.

Appears in 100 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-1f), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-2f), Assignment, Assumption and Recognition Agreement (GSAA Home Equity Trust 2007-7)

Enforceability. This The Assignee hereto represents and warrants that this Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 82 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSAA Home Equity Trust 2007-8), Assignment, Assumption and Recognition Agreement (GSR 2006-Ar2), Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-2f)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, moratorium or other similar laws affecting creditors ' rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law.

Appears in 22 contracts

Samples: Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-3f), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-Ar1), Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-2f)

Enforceability. This Assignment The Assignee hereto represents and warrants that this Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 19 contracts

Samples: Custodial Agreement (GSAA Home Equity Trust 2006-3), Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-10), Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-7)

Enforceability. This Assignment The Assignee hereto represents and warrants that this Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 18 contracts

Samples: Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-2f), Custodial Agreement (GSR Mortgage Loan Trust 2006-8f), Custodial Agreement (GSR Mortgage Loan Trust 2006-9f)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, or other similar laws affecting creditors ' rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law.

Appears in 8 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-1f), Assignment, Assumption and Recognition Agreement (GSR 2006-Ar2), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-Ar2)

Enforceability. This Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 8 contracts

Samples: Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-20), Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-17), Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-20)

Enforceability. This Assignment AAR Agreement has been duly authorized, executed and delivered by the Assignor, and, Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding proceed-ing in equity or at law ).

Appears in 7 contracts

Samples: Assignment, Assumption and Recognition Agreement (HASCO Trust 2007-He2), Assignment, Assumption and Recognition Agreement (HSI Asset Securitization CORP Trust 2007-Nc1), Servicing Agreement (HSI Asset Securitization CORP Trust 2006-He2)

Enforceability. This Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 6 contracts

Samples: Assignment, Assumption and Recognition Agreement (STARM Mortgage Loan Trust 2007-1), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-9f), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-4f)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, Contributor and, assuming due authorization, execution and delivery by each of the other parties party hereto, this Agreement constitutes a legal, valid, valid and binding agreement obligation of the Assignor, Contributor enforceable against it the Contributor in accordance with its terms, subject to (a) the effects of bankruptcy, insolvency, moratorium, reorganization, moratorium, fraudulent conveyance or other similar laws affecting creditors ' rights generally and to (b) general principles of equity (regardless of whether enforcement such enforceability is sought considered in a proceeding in equity or at law ).

Appears in 6 contracts

Samples: Equity Contribution Agreement (Bloom Energy Corp), Equity Contribution Agreement (Midamerican Energy Holdings Co /New/), Equity Contribution Agreement (Bloom Energy Corp)

Enforceability. This Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding proceed-ing in equity or at law ).

Appears in 4 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-9f), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-4f), Assignment, Assumption and Recognition Agreement (STARM Mortgage Loan Trust 2007-1)

Enforceability. This Assignment The Assignee hereto represents and warrants that this Assign­ment Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 4 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-2f), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-1f), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-6f)

Enforceability. This The Assignee hereby represents and warrants that this Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a the legal, valid, valid and binding agreement obligation of the Assignor Assignee, enforceable against it the Assignee in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is considered sought in a proceeding in equity or at law ).

Appears in 4 contracts

Samples: Servicing Agreement (Lehman Mortgage Trust 2007-8), Assignment and Assumption Agreement (Structured Asset Sec Corp Mort Pass THR Certs Ser 2003-Bc3), Assignment and Assumption Agreement (Encore Credit Corp Mortgage Pass Through Certs Ser 2003-1)

Enforceability. This Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding proceed­ing in equity or at law ).

Appears in 3 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-1f), Assignment, Assumption and Recognition Agreement (GSR 2006-Ar2), Assignment, Assumption and Recognition Agreement (GSR 2006-5f)

Enforceability. This Assignment The Assignee represents and warrants that this Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 3 contracts

Samples: Assumption and Recognition Agreement (Bayview Financial Mortgage Pass-Through Certificates, Series 2005-B), Assumption and Recognition Agreement (Bayview Financial Mortgage Pass-Through Trust 2005-C), Assignment, Assumption and Recognition Agreement (Bayview Financial Mortgage Pass-Through Trust 2006-A)

Enforceability. This Assignment The Assignee hereto represents and warrants that this Assign-ment Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 3 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-Ar2), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-Oa1), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-10f)

Enforceability. This Each of this Agreement and the Seller Assignment and Assumption Agreement has been duly authorized, executed and delivered by the Assignor, and, assuming due authorization, execution Buyer and delivery by each of the other parties hereto, constitutes a legal, valid, valid and binding agreement obligation of the Assignor, Buyer enforceable against it Buyer in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, moratorium or other similar laws affecting creditors ' rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 3 contracts

Samples: Asset Transfer Agreement (PLM Equipment Growth Fund V), Asset Transfer Agreement (PLM Equipment Growth & Income Fund Vii), Asset Transfer Agreement (PLM Equipment Growth Fund Vi)

Enforceability. This this Assignment Agreement has been duly executed and delivered by the Assignor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, or other similar laws affecting creditors ' rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law.

Appears in 3 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-Oa1), Assignment, Assumption and Recognition Agreement (GSR 2006-Ar2), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-Ar1)

Enforceability. This Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding proceed-ing in equity or at law ).

Appears in 3 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-Ar1), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-8f), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-Ar2)

Enforceability. This Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Gs-FFMLT 2006-Ff13), Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-13)

Enforceability. This The Assignee hereby represents and warrants that this Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it the Assignee in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-9f), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-10f)

Enforceability. This Assignment The Assignee represents and warrants that this Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Morgan Stanley Auto Loan Trust 2003-Hb1), Assignment, Assumption and Recognition Agreement (Goldman Sachs Asset Backed Securities Corp)

Enforceability. This Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-3f), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-9f)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a its legal, valid, and binding agreement of the Assignor agreement, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, or other similar laws affecting the enforcement of creditors ' rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law.

Appears in 2 contracts

Samples: Assignment and Recognition Agreement (SG Mortgage Securities Trust 2006-Opt2), Assignment and Recognition Agreement (SG Mortgage Securities Trust 2006-Fre1)

Enforceability. This Assignment Agreement has been duly and validly executed and delivered by the Assignor, it and, assuming due authorization, execution and delivery by each of the other parties hereto Company constitutes, constitutes a or upon execution and delivery thereof will constitute, the legal, valid, valid and binding agreement of the Assignor it, enforceable against it in accordance with its terms the terms hereof, subject to the effect of any applicable bankruptcy , reorganization, insolvency, reorganization, moratorium, rehabilitation, liquidation, fraudulent conveyance or other similar laws Laws relating to or affecting creditors ' rights generally and subject, as to enforceability, to the effect of general equitable principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 2 contracts

Samples: Stockholders Agreement (Transatlantic Holdings Inc), Stockholders Agreement (Transatlantic Holdings Inc)

Enforceability. This Assignment AAR Agreement has been duly authorized, executed and delivered by the Assignor, and, Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 2 contracts

Samples: Servicing Agreement (HSI Asset Loan Obligation Trust 2006-2), Servicing Agreement (HSI Asset Loan Obligation Trust 2007-Ar1)

Enforceability. This The Assignee hereby represents and warrants that this Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it the Assignee in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-9f), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-10f)

Enforceability. This The Assignee hereto represents and warrants that this Assignment Agreement has been duly authorized, executed and delivered by the Assignor, it and, assuming due authorization, execution and delivery thereof by each of the other parties hereto, constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to general principles of equity equity, regardless of whether such enforcement is sought considered in a proceeding in equity or at law.

Appears in 2 contracts

Samples: Assignment and Recognition Agreement (SG Mortgage Securities Trust 2006-Fre1), Assignment and Recognition Agreement (SG Mortgage Securities Trust 2006-Opt2)

Enforceability. This Assignment Agreement has been duly and validly executed and delivered by the Assignor, AIG and, assuming due authorization, execution and delivery by each of the other parties Party hereto, constitutes a constitutes, or upon execution and delivery thereof will constitute, the legal, valid, valid and binding agreement of the Assignor AIG, enforceable against it AIG in accordance with its terms, subject to the effect of any applicable bankruptcy , reorganization, insolvency, reorganization, moratorium, rehabilitation, liquidation, fraudulent conveyance or other similar laws Laws relating to or affecting creditors ' rights generally and subject, as to enforceability, to the effect of general equitable principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 2 contracts

Samples: Transition Services Agreement (Transatlantic Holdings Inc), Transition Services Agreement (Transatlantic Holdings Inc)

Enforceability. This Assignment Agreement Amendment has been duly authorized, executed and delivered by the Assignor Assignee and the terms hereof constitute the legal, and, assuming due authorization, execution valid and delivery by each binding obligations of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor, Assignee enforceable against it the Assignee in accordance with its their terms, subject to bankruptcy, insolvency, reorganization, moratorium, moratorium or other similar laws affecting creditors ' , rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 2 contracts

Samples: The Agreement (Real Estate Associates LTD Iii), Real Estate Associates LTD Vi

Enforceability. This Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement obligation of the Assignor, Assignee enforceable against it the Assignee in accordance with its terms, subject to respective terms except as may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting creditors' the enforcement of creditor’s rights generally and to by general principles of equity equity, regardless of whether enforcement such enforceability is sought considered in a proceeding in equity or at in law.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-Ar2), Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-Ar1)

Enforceability. This Assignment Agreement has been duly and validly executed and delivered by the Assignor, it and, assuming due authorization, execution and delivery by each of TRH constitutes, or upon execution and delivery thereof will constitute, the other parties hereto, constitutes a legal, valid, valid and binding agreement of the Assignor it, enforceable against it in accordance with its terms the terms hereof, subject to the effect of any applicable bankruptcy , reorganization, insolvency, reorganization, moratorium, rehabilitation, liquidation, fraudulent conveyance or other similar laws Laws relating to or affecting creditors ' rights generally and subject, as to enforceability, to the effect of general equitable principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Master Separation Agreement (Transatlantic Holdings Inc)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, Contributor and, assuming due authorization, execution and delivery by each of the other parties party hereto, this Agreement constitutes a legal, valid, valid and binding agreement obligation of the Assignor, Contributor enforceable against it the Contributor in accordance with its terms, subject to (a) the effects of bankruptcy, insolvency, moratorium, reorganization, moratorium, fraudulent conveyance or other similar laws affecting creditors' rights generally and to (b) general principles of equity (regardless of whether enforcement such enforceability is sought considered in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Equity Contribution Agreement (Midamerican Energy Holdings Co /New/)

Enforceability. This Assignment Agreement Each of the Operative Documents to which Assignor is a party has been duly executed and delivered by the Assignor, Assignor and, assuming upon the due authorization, execution and delivery of such Operative Documents by each of the other parties hereto to such Operative Documents, constitutes a will constitute the legal, valid, valid and binding agreement of the Assignor, enforceable against it Assignor in accordance with its terms, subject to except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium, or moratorium and other similar laws affecting creditors' rights generally and to general generally, or by equitable principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Assignment of Rights Agreement (Midwest Express Holdings Inc)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, Purchaser and, assuming due authorization, execution and delivery by each of the other parties hereto Seller and the Representation and Warranty Provider, constitutes a legal, valid, valid and binding agreement obligation of the Assignor, Purchaser enforceable against it in accordance with its terms, subject as to enforcement, (i) to bankruptcy, insolvency, receivership, conservatorship, reorganization , arrangement, moratorium, and other laws of general applicability relating to or other similar laws affecting creditors' creditor’s rights generally and (ii) to general principles of equity regardless of equity, whether such enforcement is sought in a proceeding in equity or at law . ;

Appears in 1 contract

Samples: Asset Sale Agreement (ZAIS Financial Corp.)

Enforceability. This Assignment Agreement has been duly and validly executed and delivered by the Assignor, it and, assuming due authorization, execution and delivery by each of TRH constitutes, or upon execution and delivery thereof will constitute, the other parties hereto, constitutes a legal, valid, valid and binding agreement of the Assignor it, enforceable against it in accordance with its terms the terms hereof, subject to the effect of any applicable bankruptcy , reorganization, insolvency, reorganization, moratorium, rehabilitation, liquidation, fraudulent conveyance or other similar laws Laws relating to or affecting creditors' rights generally and subject, as to enforceability, to the effect of general equitable principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Stockholders Agreement (American International Group Inc)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor Depositor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor Depositor, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, or other similar laws affecting creditors ' rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law.

Appears in 1 contract

Samples: Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-Ar1)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, Representation and Warranty Provider and the Seller and, assuming due authorization, execution and delivery by the Purchaser, constitutes a valid and binding obligation each of the other parties hereto Representation and Warranty Provider and the Seller, constitutes a legal, valid, and binding agreement of the Assignor as applicable, enforceable against it in accordance with its terms, subject as to enforcement, (i) to bankruptcy, insolvency, receivership, conservatorship, reorganization , arrangement, moratorium, and other laws of general applicability relating to or other similar laws affecting creditors' creditor’s rights generally and (ii) to general principles of equity regardless of equity, whether such enforcement is sought in a proceeding in equity or at law . ;

Appears in 1 contract

Samples: Asset Sale Agreement (ZAIS Financial Corp.)

Enforceability. This Assignment Agreement has been duly and validly executed and delivered by the Assignor, AIG and, assuming due authorization, execution and delivery by each of the other parties Party hereto, constitutes a constitutes, or upon execution and delivery thereof will constitute, the legal, valid, valid and binding agreement of the Assignor AIG, enforceable against it AIG in accordance with its terms, subject to the effect of any applicable bankruptcy , reorganization, insolvency, reorganization, moratorium, rehabilitation, liquidation, fraudulent conveyance or other similar laws Laws relating to or affecting creditors' rights generally and subject, as to enforceability, to the effect of general equitable principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Stockholders Agreement (American International Group Inc)

Enforceability. This Assignment Agreement Amendment has been duly authorized, executed and delivered by the Assignor Assignor and the terms hereof constitute the legal, and, assuming due authorization, execution valid and delivery by each binding obligations of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor, Assignor enforceable against it the Assignor in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, moratorium or other similar laws affecting creditors ' rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 1 contract

Samples: The Agreement (Real Estate Associates LTD Iii)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a legal, valid, valid and binding agreement of the Assignor, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, moratorium or other similar laws affecting creditors ' rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-5f)

Enforceability. This Assignment Agreement has been duly and validly executed and delivered by the Assignor, TRH and, assuming due authorization, execution and delivery by each of AIG and AHAC, constitutes, or upon execution and delivery thereof will constitute, the other parties hereto, constitutes a legal, valid, valid and binding agreement of the Assignor TRH, enforceable against it TRH in accordance with its terms, subject to the effect of any applicable bankruptcy , reorganization, insolvency, reorganization, moratorium, rehabilitation, liquidation, fraudulent conveyance or other similar laws Laws relating to or affecting creditors ' rights generally and subject, as to enforceability, to the effect of general equitable principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Master Separation Agreement (Transatlantic Holdings Inc)

Enforceability. This Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement obligation of the Assignor, Assignee enforceable against it the Assignee in accordance with its terms, subject to respective terms except as may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting creditors' the enforcement of creditor’s rights generally and to by general principles of equity equity, regardless of whether enforcement such enforceability is sought considered in a proceeding in equity or at in law .

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-4f)

Enforceability. This Assignment On or prior to the Effective Date, this Agreement has shall have been duly executed and delivered by it and (assuming the Assignor, and, assuming due authorization, execution and delivery hereof by each of the other parties hereto, constitutes Party) shall be a legal, valid, valid and binding agreement obligation of the Assignor it, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium, or other moratorium and similar laws affecting creditors' rights generally and remedies generally, and subject, as to enforceability, to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity or at law equity).

Appears in 1 contract

Samples: Services Agreement (Footstar Inc)

Enforceability. This Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (STARM Mortgage Loan Trust 2007-4)

Enforceability. This Assignment AAR Agreement has been duly authorized, executed and delivered by the Assignor, and, Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (Hsi Asset Securitization Corp)

Enforceability. This Assignment Agreement has been duly and validly executed and delivered by the Assignor, TRH and, assuming due authorization, execution and delivery by each of AIG and AHAC, constitutes, or upon execution and delivery thereof will constitute, the other parties hereto, constitutes a legal, valid, valid and binding agreement of the Assignor TRH, enforceable against it TRH in accordance with its terms, subject to the effect of any applicable bankruptcy , reorganization, insolvency, reorganization, moratorium, rehabilitation, liquidation, fraudulent conveyance or other similar laws Laws relating to or affecting creditors' rights generally and subject, as to enforceability, to the effect of general equitable principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Stockholders Agreement (American International Group Inc)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor Purchaser, and, assuming due and valid authorization, execution and delivery hereof by each of the other parties hereto Seller, constitutes is a legal, valid, valid and binding agreement obligation of the Assignor Purchaser, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, or moratorium and other similar laws of general application affecting enforcement of creditors ' rights generally and to general equity principles of equity (regardless of whether enforcement is sought considered in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Stock Purchase Agreement (Constellation Brands, Inc.)

Enforceability. This Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, Assignee and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a legal, valid, valid and binding agreement obligation of the Assignor Assignee, enforceable against it in accordance with its terms, subject to except as may be limited by bankruptcy, insolvency, reorganization, moratorium, moratorium or other similar laws affecting the enforcement of creditors ' rights generally and to by general principles of equity equity, regardless of whether enforcement such is sought in a proceeding in equity or at law.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-Oa1)

Enforceability. This The Assignee hereby represents and warrants that this Assignment Agreement has been duly authorized, executed and delivered by the Assignor, it and, assuming due authorization, execution and delivery thereof by each of the other parties hereto, constitutes a the legal, valid, valid and binding agreement obligation of the Assignor Assignee, enforceable against it the Assignee in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is considered sought in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Lehman XS Trust, Series 2005-4)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, or other similar laws affecting creditors' rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law.

Appears in 1 contract

Samples: Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-10)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor, enforceable against it in accordance with its terms, subject to except as may be limited by bankruptcy, insolvency, reorganization, moratorium, moratorium or other similar laws affecting the enforcement of creditors ' rights generally and to by general principles of equity equity, regardless of whether such enforcement is sought in a proceeding in equity or at law.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-Oa1)

Enforceability. This Assignment Agreement Each of the Operative Documents to which Assignee is a party has been duly authorized, executed and delivered by the Assignor, Assignee and, assuming upon the due authorization, execution and delivery of such Operative Documents by each of the other parties hereto to such Operative Documents, constitutes a will constitute the legal, valid, valid and binding agreement of the Assignor Assignee, enforceable against it Assignee in accordance with its terms, subject to except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium, or moratorium and other similar laws affecting creditors' rights generally and to general generally, or by equitable principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Assignment of Rights Agreement (Midwest Express Holdings Inc)

Enforceability. This Assignment Agreement has been duly and validly executed and delivered by the Assignor, it and, assuming due authorization, execution and delivery by each of the other parties hereto Company constitutes, constitutes a or upon execution and delivery thereof will constitute, the legal, valid, valid and binding agreement of the Assignor it, enforceable against it in accordance with its terms the terms hereof, subject to the effect of any applicable bankruptcy , reorganization, insolvency, reorganization, moratorium, rehabilitation, liquidation, fraudulent conveyance or other similar laws Laws relating to or affecting creditors' rights generally and subject, as to enforceability, to the effect of general equitable principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Stockholders Agreement (American International Group Inc)

Enforceability. This The Assignee hereto represents and warrants that this Assignment Agreement has been duly authorized, executed and delivered by the Assignor, and, it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto , ) constitutes a its legal, valid, valid and binding agreement of the Assignor obligation, enforceable against it in accordance with its terms, subject to except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, reorganization or other similar laws affecting the enforcement of creditors ' rights generally and to by general equitable principles of equity (regardless of whether such enforcement is sought considered in a proceeding in equity or at law . ). 195635 GSR 2006-OA1 Avelo AAR (Depositor to Trust)

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-Oa1)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor Seller, and, assuming due and valid authorization, execution and delivery hereof by each of the other parties hereto Purchaser, constitutes is a legal, valid, valid and binding agreement obligation of the Assignor Seller, enforceable against it Seller in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, or moratorium and other similar laws of general application affecting enforcement of creditors ' rights generally and to general equity principles of equity (regardless of whether enforcement is sought considered in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Stock Purchase Agreement (Constellation Brands, Inc.)

Enforceability. This Assignment Agreement has been duly executed and delivered by the Assignor Purchaser, and, assuming due and valid authorization, execution and delivery hereof by each of the other parties hereto Seller, constitutes is a legal, valid, valid and binding agreement obligation of the Assignor Purchaser, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, or moratorium and other similar laws of general application affecting enforcement of creditors ' rights generally and to general equity principles of equity (regardless of whether enforcement is sought considered in a proceeding in equity or at law ).

Appears in 1 contract

Samples: Stock Purchase Agreement (Concha Y Toro Winery Inc)