Assignment by Guarantor. The Guarantor may not assign any of its rights or transfer any of its rights or obligations under this Guarantee.
Assignment by Guarantor. (A) During the Restricted Transfer Period, the Guarantor may not assign its rights and obligations under this Agreement without the prior written consent of the Company.
Assignment by Guarantor. Save as contemplated by Clause 9.10 the Guarantor may not assign, transfer or part with any of its rights or obligations under this Guarantee and Indemnity or any of the Lease Documents without the prior written consent of the Lessor.
Assignment by Guarantor. The Guarantor may not assign any of its rights or transfer any of its obligations under this Deed without the prior written consent of the Majority Lenders.
Assignment by Guarantor. The Guarantor may not assign (whether absolutely or by way of security and whether in whole or in part), transfer, mortgage, charge or otherwise dispose in any manner whatsoever of the benefit of this Agreement or any of the Ancillary Agreements and the Guarantor may not sub- contract or delegate in any manner whatsoever its performance under this Agreement or any of the Ancillary Agreements, without the prior written consent of the Purchaser.
Assignment by Guarantor. Guarantor shall not have the right to assign any of its rights or obligations under this Guarantee without the prior written consent of Owner, which consent may be withheld, conditioned or delayed by Owner in its sole discretion, except that: Guarantor may make such an assignment without obtaining the consent of Owner if (a) in conjunction with the assignment by Energy Manager of all of its rights and obligations under the Agreement, to the extent permitted in the Agreement, and provided that the assignee of Guarantor’s obligations hereunder continues to satisfy the requirements of Section 7 hereof and has an investment grade rating by Standard and Poor’s (“S&P”) or Xxxxx’x Investor Services, Inc. (“Xxxxx’x”) which is no less than BBB- by S&P or Baa2 by Moody’s, (b) in conjunction with Guarantor’s merger into, consolidation with, or sale of all or substantially all of its assets to, another entity, provided that the assignee of Guarantor’s obligations hereunder continues to satisfy the requirements of Section 7 hereof and has an investment grade rating by S&P or Xxxxx’x which is no less than BBB- by S&P or Baa2 by Xxxxx’x, or (c) Energy Manager ceases to be a person or entity controlled by, controlling or under common control with Guarantor, provided that the assignee of Guarantor’s obligations hereunder continues to satisfy the requirements of Section 7 hereof and has an investment grade rating by S&P or Xxxxx’x which is not less than BBB- by S&P or Baa2 by Xxxxx’x; provided that, in the case of any assignment of this Guarantee by Guarantor, that Guarantor’s obligations hereunder must be expressly assumed in writing, in a form reasonably acceptable to Owner; and provided further that such assumption shall be deemed to release Guarantor from all of its obligations under this Guarantee automatically and without further action by Guarantor or Owner.
Assignment by Guarantor. Total Holdings USA Inc., as the initial Guarantor (but not any assignee of Total Holdings USA Inc.), may assign its rights and obligations under this Agreement with prior notice to and without consent of the Company to any direct or indirect subsidiary of Total S.A. Any subsequent Guarantor may assign its rights and obligations under this Agreement to any Permitted Assignee. Any assignment by the Guarantor of its rights and obligations under this Agreement will not release such assigning Guarantor from its obligations to guarantee Loans issued pursuant to the Credit Facility and outstanding as of the date of such assignment, so long as the Company continues to pay the Guaranty Fee relating to such Loans. The Company agrees that the Guarantor may, in connection with any assignment of its rights and obligations under this Agreement, notify the Banks that have issued such outstanding Loans of the continuing guaranty of such Loans as well as that no new Loans may be issued under Guaranteed Facilities and guaranteed by such assigning Guarantor. In addition, the Company agrees not to renew or extend any of such outstanding Loans in a manner that could cause the assigning Guarantor’s guaranty of such Loans to be extended beyond the initial stated expiration of such Loans.
Assignment by Guarantor. The Guarantor may not assign, transfer or part with any of its rights or obligations under this Guarantee and Indemnity without the prior written consent of Sogelease which Sogelease may withhold in its absolute discretion.
Assignment by Guarantor. The Guarantor may not without the consent of the Creditor Parties transfer any of its rights, liabilities or obligations under this Guarantee. 10 NOTICES 10.1
Assignment by Guarantor. The Guarantor may not assign or transfer any of its rights or obligations under this deed without the prior consent of TfNSW.
