Assignment by QESP. If Department consents to an assignment, the consent shall be on the express condition precedent that the assignee agree to be bound to all of the terms and conditions of the Contract and this SOW. Accordingly, the assignment shall provide that upon the assignment and assumption, the assignee shall be (a) vested with the rights and privileges previously belonging to the QESP; (b) bound by all of the duties and obligations of the QESP; and (c) responsible for any and all Claims arising out of the Contract and SOW as if the assignee had executed and delivered the Contract and had been the QESP from the effective date of the Contract. Further, the assignment shall also include a provision prohibiting the assignee from further assigning, or sub- subcontracting, any of its obligations without the prior written consent of the QESP, which the QESP shall not grant without the prior written approval of the Department.
