Assignment by the Customer. (a) Subject to clause 28.3(b), the Customer must not assign any right, title, benefit or interest in, or transfer or novate any obligation duty or liability under, this agreement or otherwise dispose of all or any part of its interest in this agreement without:
(i) the Service Provider's prior written consent, such consent not to be unreasonably withheld or delayed; and
(ii) the proposed assignee, transferee or novatee:
A. having the technical, operational and financial resources to meet the Customer's obligations under this agreement; and
B. entering into a deed pursuant to which it agrees to assume, and be bound by and perform, the obligations, duties and liabilities of the Customer under this agreement.
(b) The Customer may assign any right, title, benefit or interest in, or transfer or novate any obligation duty or liability under, this agreement or otherwise dispose of all or any part of its interest in this agreement without the Service Provider's consent, if:
(i) it has provided the Service Provider with written details of the proposed transferee and the terms and conditions of the proposed transfer;
(ii) has the technical, operational and financial resources to meet the Service Provider's obligations under this agreement; and
(iii) the proposed transferee has agreed to enter into a deed pursuant to which it agrees to assume and be bound by and perform, the obligations, duties and liabilities of the Customer under the relevant agreements.
Assignment by the Customer. You may not assign rights or responsibilities under this Contract without Our prior written consent.
Assignment by the Customer. The Customer must not assign any of its rights or obligations under any Agreement except with the prior written consent of Eagle, which will not be unreasonably delayed or withheld. A change in control or in the beneficial ownership of the Customer will be deemed to be an assignment.
Assignment by the Customer. (a) The Customer may, provided it is not in breach of any of its obligations under this Agreement, Assign the whole of its rights and obligations under this Agreement to a third party (Assignee) with the prior written consent of Aurizon Network, provided that such consent will not be withheld if:
(i) Aurizon Network, acting reasonably, is satisfied that the Assignee is financially sound and is otherwise capable of performing the obligations of the Customer under this Agreement;
(ii) the Assignee provides to Aurizon Network a Bank Guarantee for the Bank Guarantee Amount; and
(iii) the Assignee covenants with Aurizon Network by deed in a form acceptable to Aurizon Network (acting reasonably), to be bound by and to perform all of the obligations of the Customer under this Agreement.
(b) Any Assignment by the Customer of its rights and obligations under 18.3(a) will be conditional upon, and will not take effect until, the requirements of clause 18.3(a) have been satisfied.
Assignment by the Customer. If the Customer is a public sector body, the Customer may assign its rights and obligations under this Agreement to another public body or legal entity that is wholly owned by a public sector or local authority enterprise. If the Customer is not a public sector body, the Customer may transfer its rights and obligations under this Agreement to a subsidiary or other company within the same group, but the Customer shall be jointly and severally liable for the payment obligation, unless the Supplier has consented to the transfer. The Supplier’s consent shall be required for transfer to companies other than those mentioned in the first and second paragraph. Consent shall not be refused without justified grounds. The enterprise that assumes the rights and obligations under such a transfer shall be entitled to similar terms, provided that the rights and obligations under the Agreement are transferred collectively.
Assignment by the Customer. The CUSTOMER may, transfer or assign this Agreement and its rights and obligations herein to a successor or purchaser of the Premises, or an interest therein, subject to the approval of the COMPANY which will not be unreasonably withheld.
Assignment by the Customer. The Customer may assign, sub-contract, sub-license or otherwise dispose of all or any of its rights and transfer all or any of its obligations under this Agreement to:
(a) any company limited by shares which is a member of the Unilever Group; or
(b) any person or company to whom the whole or a substantial part of the business of the Customer is sold or transferred. Apart from that, the Customer may not assign, sub-contract, sub-license or otherwise dispose of any of its rights under this Agreement without the prior written consent of the Supplier, such consent not to be unreasonably withheld or delayed.
Assignment by the Customer. The Customer shall not assign, novate or purport to assign or novate any of its rights or transfer any of its obligations under this Agreement without the prior written consent of the Bank.
Assignment by the Customer. If the Customer is a public body, the Customer may assign its rights and obligations under this Agreement to another public body. The entity to which the rights and obligations are assigned, shall be entitled to corresponding terms and conditions, provided the rights and obligations under the Agreement are jointly assigned.
Assignment by the Customer. (a) The Customer may assign or novate its rights and obligations under this Agreement from the Commencement Date:
(i) subject to clause 16.2(b), by assignment, without the consent of Sunwater, to a Related Body Corporate of the Customer (Customer Related Assignee), capable of performing the Customer's obligations under this Agreement, provided that:
(A) the Customer gives Sunwater written notice within a reasonable time prior to the proposed assignment or novation, together with a copy of the deed of assignment and assumption;
(B) the Customer Related Assignee agrees to assume the obligations of the Customer under this Agreement;
(C) the Customer Related Assignee is financially, technically and legally capable of performing the obligations of the Customer under this Agreement, including the provision of a replacement Security;
(D) at the same time as the assignment, the Customer transfers its interest in the Customer Offtake Works to the Customer Related Assignee;
(E) Sunwater has received a notice of assignment from the Customer under clause 13.2 of the River Delivery Contract for an assignment of that contract to the same assignee named in the notice referred to in clause 16.2(a)(i)(A);
(F) unless Sunwater agrees otherwise, if the Customer Related Assignee ceases be a Related Body Corporate of the Customer, the Customer must take an assignment or novation of the Agreement back from the Customer Related Assignee and a transfer of the interests of the Customer Related Assignee in the Customer Offtake Works and other associated infrastructure to the Customer prior to the date the Customer Related Assignee ceases to be a Related Body Corporate of the Customer; and
(ii) by assignment or novation, to any person with the prior written consent of Sunwater, such consent not to be unreasonably withheld, provided the proposed assignee or novate:
(A) agrees to assume the obligations of the Customer under this Agreement;
(B) is financially, technically and legally capable of performing the Customer's obligations under this Agreement, including the provision of a replacement Security; and
(C) executes a deed of assignment and assumption or a deed of novation (as the case requires) with the Customer and Sunwater.
(b) If the Customer assigns this Agreement to a Customer Related Assignee under clause 16.2(a)(i), the Customer agrees that, notwithstanding the assignment, the Customer remains jointly and severally liable under this Agreement with the Customer Related Assign...