9Assignment. This Agreement may not be assigned by either party without the written consent of the other, except that either party may assign its rights and obligations hereunder to a party controlling, controlled by, or under common control with such party.
9Assignment. A. Lender may at any time grant to one or more banks or other financial institutions (each a “Participant”) participating interests in the Secured Obligations owing to Lender. No Participant shall have any rights or benefits under this Agreement or any other Loan Document. In the event of any such grant by Lender of a participating interest to a Participant, Lender shall remain responsible for the performance of its obligations hereunder, and Borrowers shall continue to deal solely and directly with Lender in connection with Lender’s rights and obligations under this Agreement. Any agreement pursuant to which Lender may grant such a participating interest shall provide that Lender shall retain the sole right and responsibility to enforce the obligations of Borrowers hereunder including, without limitation, the right to approve any amendment, modification or waiver of any provision of this Agreement.
B. Without in any way limiting the provisions of Section 10.9(A), Lender shall have the right to sell, transfer or assign participating interests in the Secured Obligations or to sell, transfer or assign other direct or indirect interests in the Loan or the Loan Documents and in the obligations of Lender under this Agreement and the other Loan Documents, in such amounts as deemed appropriate by Lender to one or more Persons. Lender may sell, transfer or assign all its interest in the Loan and the Loan Documents, and in the obligations of Lender under this Agreement and the other Loan Documents, to one or more Persons. Upon an assignment of all or a portion of Lender’s direct interest in the Loan and Loan Documents, and an assumption by the assignee of Lender’s obligations hereunder with respect to the portion of the Loan so assigned, Lender shall be released from its obligations hereunder with respect to the assigned interest from and after the date of such assignment.
C. Borrowers may not sell, assign or transfer any interest in the Loan Documents, any Collateral (except as otherwise expressly permitted in the Loan Documents), or any portion of either of the foregoing (including, without limitation, Borrowers’ rights, title, interests, remedies, powers and duties hereunder and thereunder) and any such purported sale, assignment or transfer shall be null and void.
D. Notwithstanding anything to the contrary herein contained, Borrowers authorize Lender to disclose to any Participant or transferee of the Loan (each, a “Transferee”) and any prospective Transferee ...
9Assignment. Neither this Agreement nor any of the rights or obligations hereunder shall be assigned by any of the Parties without the prior written consent of each of the other Parties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the Parties and their respective successors and permitted assigns. Any attempted assignment in violation of the terms of this Section 11.9 shall be null and void, ab initio.
9Assignment. Except as expressly provided herein, neither this Agreement nor any rights or obligations hereunder may be assigned or otherwise transferred by either Party, in whole or in part, without the prior written consent of the other Party (which consent shall not be unreasonably withheld or delayed); except that each Party may assign or otherwise transfer this Agreement and its rights and obligations hereunder without the other Party’s consent as follows: [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
(a) in connection with a sale of all or substantially all of the business or assets of such Party to which this Agreement relates, whether by merger, consolidation, divesture, sale of stock, sale of assets, or otherwise; or
(b) to an Affiliate, provided that if the entity to which this Agreement is assigned ceases to be an Affiliate of the assigning Party, this Agreement shall be automatically assigned back to the assigning Party or its successor. The rights and obligations of the Parties under this Agreement shall be binding upon and inure to the benefit of the successors and permitted assigns of the Parties specified above, and the name of a Party appearing herein will be deemed to include the name of such Party’s successors and permitted assigns to the extent necessary to carry out the intent of this Section 14.9. Any assignment not in accordance with this Section 14.9 shall be null and void and of no legal force or effect.
9Assignment. Except as otherwise provided in Section 5.16(g), without the prior written consent of all of the parties hereto, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by operation of Law (including by merger or consolidation) or otherwise, except that (x) Buyer may assign its rights (but not its obligations, and for the avoidance of doubt, no such assignment shall relieve Buyer of any of its obligations hereunder) under this Agreement to one or more of its wholly owned, direct or indirect Subsidiaries and (y) PropCo may assign all or a portion of its rights (but not its obligations, and for the avoidance of doubt, no such assignment shall relieve PropCo of any of its obligations hereunder) under this Agreement to one or more of its wholly owned Subsidiaries, provided, further, that, notwithstanding anything to the contrary contained in this Agreement, nothing shall restrict Guarantor from the sale, transfer, exchange, assignment or other disposition by any means of a majority of its equity securities, or all or substantially all of Guarantor’s assets, provided that after such sale, transfer, exchange, assignment or other disposition, Guarantor shall retain cash proceeds or other consideration therefrom in an amount reasonably sufficient to satisfy Guarantor’s obligations hereunder.. Any attempted assignment in violation of this Section 9.9 shall be void.
9Assignment. Buyer may not assign this Agreement without the prior written consent of the Seller, in Seller’s sole and absolute discretion, provided that Buyer shall have the right to assign its rights under this Agreement to an Affiliate of Buyer. Any assignment of this Agreement, by operation of law or otherwise, shall not relieve the assignor of any obligations hereunder. Any assignment made in violation of this Section 14.9 shall be void. ME1 37645578v.2
9Assignment. Either Party may directly or indirectly, assign, sell, transfer, convey or encumber, whether by assignment, sale, farmout, pledge or otherwise (“Transfer”), all or any portion of its rights or obligations under this Agreement, any of such Party’s interest in the Assets or any other rights or interests obtained or acquired hereunder; provided, however, that no Party may Transfer all or any portion of such Party’s interest in the Assets if such Transfer would have any adverse impact on the validity of the pooled oil and gas unit memorialized by any Pooling Agreement.
9Assignment. Neither Party may assign any rights or claims hereunder without the prior written consent of the other Party.
9Assignment. This Agreement may not be assigned (except by operation of law) by any party without the consent of the other parties.
9Assignment. This Agreement and the performance of any duties hereunder may not be assigned, transferred, delegated, sold or otherwise disposed of by a Party other than (a) with the prior written consent of the other Party, or (b) in connection with the sale of all or substantially all of the assets of a Party hereto, or the merger or acquisition of a Party hereto.
