Assignment By Carrier Sample Clauses

Assignment By Carrier. The Carrier shall have the right to assign its rights and obligations, or any part thereof, under this Agreement without the consent of, but with notice to, the Shipper, provided that the Carrier has made provision for the continued operation of the Expanded System by a reputable Person experienced in the operation of oil pipelines, as determined by the Carrier acting reasonably. If Carrier assigns all or any of its rights or obligations under this Agreement to any third party with whom the Shipper is legally unable to do business, including as a result of Shipper policies in place to ensure compliance with anti-money laundering and proceeds of crime legislation, the Shipper shall have the right to terminate this Agreement effective as of the date of the assignment and upon such termination Shipper shall be liable for its Shipper’s Pro Rate Share of any Costs and Expenses, except to the extent that Carrier is able to re-contract such volumes.

Assignment By Carrier. (a) Carrier may assign its rights and obligations hereunder to any Person concurrently with the acquisition by such party of all or substantially all of the Oleoducto Central facilities, provided that such assignee has assumed all Carrier’s obligations and liabilities under any Related Senior Debt. (b) Except as provided in Section 7.3(a) above, Carrier may not otherwise assign this Agreement or any of its rights or proceeds hereunder, or create enforceable third party rights herein, to or in any Person not a party hereto (or an Affiliate of a party hereto) except that Carrier may assign to any Person, in each case with the prior written consent of Initial Shipper, all or any part of Carrier’s rights hereunder to any trustee for the benefit of providers of non-subordinated liabilities of Carrier secured by an interest in the Related Account. If Initial Shipper consents, Carrier agrees to execute and deliver all consents and documents reasonably necessary to effect such assignment and to create a valid and perfected security interest herein. The claims and rights of each such permitted assignee shall rank pari passu with the claims and rights of all permitted assignees irrespective of the time or times at which prior, concurrent or subsequent assignments under this paragraph (b) are made or perfected. Subject to compliance with the terms of any such assignment, any such permitted assignee shall have the benefit of the representations and warranties of Initial Shipper and may enforce the obligations of Initial Shipper as if such permitted assignee were a party hereto.

Assignment By Carrier