Common use of Assignability and Successors Clause in Contracts

Assignability and Successors. This Agreement shall be binding upon and inure to the benefit of, and be enforceable by, the Issuer (for its own account and on behalf of the Lessor) and the Manager, and their respective successors in interest or permitted assigns; provided, however, that: (a) except as provided in Section 2.5(a), this Agreement and the rights and duties of the Manager hereunder may not be assigned by the Manager to any other Person, without the prior written consent of the Issuer, the Indenture Trustee and the Requisite Global Majority; and (b) the Issuer and the Lessor may charge, assign, pledge or hypothecate their rights (but not their obligations) under this Agreement pursuant to the Related Documents. The Manager hereby acknowledges that the Issuer and the Lessor will assign all of their rights, title and interest under this Agreement to the Indenture Trustee, and that each Series Enhancer will be a beneficiary of such assignments, and agrees that each such assignee and beneficiary shall be express third party beneficiaries of this Agreement and shall be entitled to enforce the rights and obligations hereunder as though it were a party hereto. Each party hereto agrees that, if the Indenture Trustee shall fail to act hereunder as directed by the Requisite Global Majority at any time at which it is so required hereby or by any other Related Document, then the Requisite Global Majority shall be entitled to directly enforce the provisions of this Agreement or take any such action directly in its own capacity or on behalf of the Indenture Trustee in accordance with the terms of this Agreement and, in the event any party receives instructions from both the Indenture Trustee and the Requisite Global Majority, such party may act on and rely upon the instructions from the Requisite Global Majority. The Manager hereby consents to such assignments. The Manager shall give the Rating Agencies, if any, prior notice of any assignment of the Manager’s rights or obligations hereunder effected pursuant to this Section 20.5.

Appears in 2 contracts

Samples: Management Agreement (Exterran Partners, L.P.), Management Agreement (Exterran Partners, L.P.)

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Assignability and Successors. This Agreement shall be binding upon and inure to the benefit of, and be enforceable by, the Issuer (for its own account and on behalf of the Lessor) each Owner and the Manager, and their respective successors in interest or permitted assigns; provided, however, that: (a) except as provided in Section 2.5(a), this Agreement and the rights and duties of the Manager hereunder may not be assigned by the Manager to any other Person, without the prior written consent of the Issuereach Owner, the Indenture Trustee and the Requisite Global MajorityControl Party; and (b) the Issuer and the Lessor each Owner may charge, assign, pledge or hypothecate their its rights (but not their its obligations) under this Agreement pursuant to the Related Documents. The Manager hereby acknowledges that the Issuer (x) Head Lessee will assign to Head Lessor and the (y) Head Lessor will assign all of their its rights, title and interest under this Agreement to the Indenture Trustee, and that each Series Enhancer will be a beneficiary of such assignments, and agrees that each such assignee and beneficiary shall be express third party beneficiaries of this Agreement and shall be entitled to enforce the rights and obligations hereunder as though it were a party hereto. Each party hereto agrees that, if the Indenture Trustee shall fail to act hereunder as directed by the Requisite Global Majority Control Party at any time at which it is so required hereby or by any other Related Document, then the Requisite Global Majority Control Party shall be entitled to directly enforce the provisions of this Agreement or take any such action directly in its own capacity or on behalf of the Indenture Trustee in accordance with the terms of this Agreement and, in the event any party receives instructions from both the Indenture Trustee and the Requisite Global MajorityControl Party, such party may act on and rely upon the instructions from the Requisite Global MajorityControl Party. The Manager hereby consents to such assignments. The Manager shall give the Rating Agencies, if any, Agencies prior notice of any assignment of the Manager’s 's rights or obligations hereunder effected pursuant to this Section 20.5.

Appears in 1 contract

Samples: Management Agreement (Universal Compression Inc)

Assignability and Successors. This Agreement shall be binding upon and inure to the benefit of, and be enforceable by, the Issuer (for its own account and on behalf of the Lessor) and the Manager, and their respective successors in interest or permitted assigns; provided, however, that: (a) except as provided in Section 2.5(a), this Agreement and the rights and duties of the Manager hereunder may not be assigned by the Manager to any other Person, without the prior written consent of the Issuer, the Indenture Trustee and the Requisite Global Majority; and (b) the Issuer and the Lessor may charge, assign, pledge or hypothecate their its rights (but not their its obligations) under this Agreement pursuant to the Related Documents. The Manager hereby acknowledges that the Issuer and the Lessor will assign all of their its rights, title and interest under this Agreement to the Indenture Trustee, and that each Series Enhancer will be a beneficiary of such assignments, and agrees that each such assignee and beneficiary shall be express third party beneficiaries of this Agreement and shall be entitled to enforce the rights and obligations hereunder as though it were a party hereto. Each party hereto agrees that, if the Indenture Trustee shall fail to act hereunder as directed by the Requisite Global Majority at any time at which it is so required hereby or by any other Related Document, then the Requisite Global Majority shall be entitled to directly enforce the provisions of this Agreement or take any such action directly in its own capacity or on behalf of the Indenture Trustee in accordance with the terms of this Agreement and, in the event any party receives instructions from both the Indenture Trustee and the Requisite Global Majority, such party may act on and rely upon the instructions from the Requisite Global Majority. The Manager hereby consents to such assignments. The Manager shall give the Rating Agencies, if any, Agencies prior notice of any assignment of the Manager’s rights or obligations hereunder effected pursuant to this Section 20.5.

Appears in 1 contract

Samples: Management Agreement (Universal Compression Holdings Inc)

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Assignability and Successors. This Agreement shall be binding upon and inure to the benefit of, and be enforceable by, the Issuer (for its own account and on behalf of the ABS Lessor) and the Manager, and their respective successors in interest or permitted assigns; provided, however, that: (a) except as provided in Section 2.5(a), this Agreement and the rights and duties of the Manager hereunder may not be assigned by the Manager to any other Person, without the prior written consent of the Issuer, the Indenture Trustee and the Requisite Global Majority; and (b) the Issuer and the ABS Lessor may charge, assign, pledge or hypothecate their rights (but not their obligations) under this Agreement pursuant to the Related Documents. The Manager hereby acknowledges that the Issuer and the ABS Lessor will assign all of their rights, title and interest under this Agreement to the Indenture Trustee, and that each Series Enhancer will be a beneficiary of such assignments, and agrees that each such assignee and beneficiary shall be express third party beneficiaries of this Agreement and shall be entitled to enforce the rights and obligations hereunder as though it were a party hereto. Each party hereto agrees that, if the Indenture Trustee shall fail to act hereunder as directed by the Requisite Global Majority at any time at which it is so required hereby or by any other Related Document, then the Requisite Global Majority shall be entitled to directly enforce the provisions of this Agreement or take any such action directly in its own capacity or on behalf of the Indenture Trustee in accordance with the terms of this Agreement and, in the event any party receives instructions from both the Indenture Trustee and the Requisite Global Majority, such party may act on and rely upon the instructions from the Requisite Global Majority. The Manager hereby consents to such assignments. The Manager shall give the Rating Agencies, if any, prior notice of any assignment of the Manager’s rights or obligations hereunder effected pursuant to this Section 20.5.

Appears in 1 contract

Samples: Management Agreement (Exterran Holdings Inc.)

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