Assignment and Consent. No party shall be entitled to assign its Rights or Obligations under this Agreement without the prior written consent of the other parties, which consent may be given or withheld, or given on conditions, in the absolute discretion of the other parties.
Assignment and Consent. This Agreement shall bind the respective successors and assigns of the parties hereto, provided however, that neither party may assign or otherwise transfer or delegate its rights or obligations hereunder to a third party without the prior written consent of the other party hereto; provided further, that no such consent shall be required for assignment to an Affiliate or for assignment to a successor to the business in the case of transfer of all of Buyer's U.S. Plants or all of Seller's ethylene production facilities in a single transaction, so long as such assignee executes a written assumption of such party's obligations hereunder with respect to the rights or obligations assigned in a form reasonably satisfactory to the other party and delivers such written assumption to the other party within a reasonable period of time after the effective date of such assignment. Buyer represents that it shall assign all of its rights and obligations under this Agreement only to a transferee of all of Buyer's U.S. Plants in a single transaction. Any permitted assignment shall not relieve the assignor of its obligations hereunder. Any attempted assignment without such consent as may be required by this provision shall be void.
Assignment and Consent. Borrower shall include in any Material Project Document entered into by the Borrower after the Effective Date provisions allowing the Borrower to assign such Material Project Document to Lender or any Person providing construction financing.
Assignment and Consent. The Shipper hereby acknowledges receipt of notice of, and consents to, the Borrower’s assignment to the Security Trustee of all of the Borrower’s rights, title and interest under each Contract.
Assignment and Consent. NRG consents to the terms and provisions of the Security Documents, including the assignment of this Agreement to the Collateral Agent for the benefit of the Banks. NRG agrees that the Collateral Agent (acting for the benefit of the Banks) and any assignee thereof shall be entitled to exercise any and all rights of the Borrower under this Agreement in accordance with the terms thereof (in its own name or in the name of the Borrower), and NRG shall comply in all respects with such exercise. Without limiting the generality of the foregoing, the Collateral Agent and any assignee thereof shall have the full right and power to enforce directly against NRG and its assignees any and all obligations of NRG under this Agreement and otherwise to exercise any and all remedies hereunder and under the Security Documents and to make any and all requests required or permitted to be made by the Borrower (in its own name or in the name of the Borrower) under this Agreement.
Assignment and Consent. The Proponent hereby assigns to Peoples all benefits under the Housing Agreements as security for the obligations of the Proponent to Peoples pursuant to the Peoples Security and the County hereby expressly consents to such assignment notwithstanding any prohibition or requirement of consent on the part of the County which is contained in any of the Housing Agreements.
Assignment and Consent. 1.1 For valuable consideration, the sufficiency and receipt of which are hereby acknowledged, KBR does hereby grant, convey, assign, transfer, set over and deliver, unto PIONEER/ALPHA, effective as of the Effective Date, without recourse or warranty, express or implied, all of KBR's right, title and interest in and to the Comprehensive Agreement, together with all rights and privileges to which KBR would be entitled on and after the Effective Date which in any way appertain to the Comprehensive Agreement.
1.2 VDOT, KBR and PIONEER/ALPHA intend that this Assignment, as consented to herein by VDOT pursuant to Section 16.1(a) of the Comprehensive Agreement, constitutes a valid and lawful assignment. However, in the event that a third party challenges the lawfulness of this Assignment, whether in a court of law or other venue, each party agrees that it shall assume its own costs and expenses associated with the defense of such challenge. VDOT and KBR agree that in the event a challenge by a third party to the lawfulness of this Assignment is successful and/or this Assignment is deemed null and void, VDOT may elect, in its sole discretion, to terminate the Comprehensive Agreement with no further mutual obligations between VDOT and KBR.
1.3 As of the Effective Date, VDOT has consented to the assignment herein of the Comprehensive Agreement by KBR to PIONEER/ALPHA.
Assignment and Consent. Borrower shall execute an assignment of each Prime Contract, including an such contract entered into after the Closing Date, assigning to Lender all of Borrower’s rights under each Prime Contract, as security for Borrower’s obligations under this Agreement and the other Loan Documents and shall deliver to Lender consents to each such assignment (excepting only such consents as may be expressly waived in writing by Lender, any such waiver being at Lender’s sole and absolute discretion) executed by each Prime Contractor party to any Prime Contract in form acceptable to Lender.
Assignment and Consent. Borrower shall execute an assignment of each Design-Build Prime Contract, including an such contract entered into after the Closing Date, assigning to Lender all of Borrower’s rights under each Design-Build Prime Contract, along with any and all Plans and Specifications not or hereafter prepared pursuant to such contract, as security for Borrower’s obligations under this Agreement and the other Loan Documents, and shall deliver to Lender consents to each such assignment (excepting only such consents as may be expressly waived in writing by Lender, any such waiver being at Lender’s sole and absolute discretion) executed by each Design-Builder party to any Design-Build Prime Contract in form acceptable to Lender.
Assignment and Consent. Borrower shall execute the Assignment of Design Agreements assigning all Design Agreements and any Plans and Specifications now or hereafter prepared pursuant to any Design Agreement to Lender as additional security for Borrower’s performance under this Agreement and the other Loan Documents, and shall deliver to Lender consents to such assignment executed by each Designer party to any such Prime Contract in form acceptable to Lender (excepting only such consents as may be expressly waived in writing by Lender, any such waiver being at Lender’s sole and absolute discretion).
