Assignment by Xxxxx. Buyer may freely assign this Order to any third party or affiliate.
Assignment by Xxxxx. Xxxxx may not assign this Agreement or any part thereof; provided, however, that nothing herein shall preclude one or more beneficiaries of Xxxxx from receiving any amount that may be payable following the occurrence of his legal incompetency or his death and shall not preclude the legal representative of his estate from receiving such amount or from assigning any right hereunder to the person or persons entitled thereto under his will or, in the case of intestacy, to the person or persons entitled thereto under the laws of the intestacy applicable to his estate.
Assignment by Xxxxx. Buyer may not at any time, without the prior written consent of Seller, which consent shall not be unreasonably withheld, conditioned or delayed, assign, transfer, sell, pledge or encumber this Agreement or its rights hereunder to any Person; provided, however, that Buyer may, without the consent of Seller (i) transfer, sell, pledge, encumber or assign this Agreement or the account, revenues, or proceeds hereof in connection with any financing or other financial arrangements; (ii) transfer or assign this Agreement to (a) an Affiliate of Buyer, provided, that such Affiliate has creditworthiness at the time of such transfer or assignment that is equal to or higher than that of Buyer as of the time of the transfer or assignment, as evidenced by audited financial statements, or (iii) transfer or assign this Agreement to any Person succeeding to all or substantially all of the assets of Buyer whose creditworthiness, such transfer or assignment, is equal to or higher than that of Buyer as of the time of the transfer or assignment, as evidenced by audited financial statements; provided further, however, that in each such case, any such assignee shall agree in writing to be bound by the terms and conditions hereof and so long as Buyer delivers such tax and enforceability assurance as Seller may reasonably request. With respect to any permitted assignment or transfer of this Agreement in compliance with Section 15.2.1 above, the assignee or transferee or successor entity shall assume all of the duties and obligations of Buyer under this Agreement pursuant to an assignment and assumption agreement in which the assignee, transferee or successor entity unconditionally assumes and agrees to be bound by all of the terms and conditions of this Agreement as Buyer and whereby the assignee makes certain additional representations and warranties as appropriate for such assignee that are substantially similar to those contained in Section 12.2. Upon any permitted assignment or transfer by Buyer pursuant to Section 15.2.1, Buyer shall be, without further action by Seller, released and discharged from all obligations under this Agreement arising after the effective date of such assignment or transfer. Xxxxx agrees to compensate Seller for Seller’s reasonable costs and expenses incurred by its use of outside attorneys, consultants, accountants and advisors in connection with this Agreement in response to Buyer’s requests made pursuant to Section 15.2 (including this Section 15.2...
Assignment by Xxxxx. Buyer may freely assign all or any part of its rights or obligations under this Order to any third party or affiliate.
Assignment by Xxxxx. This PPA shall not be assigned by Buyer without the prior written consent of Seller, which shall not be unreasonably withheld, conditioned or delayed; provided, however, that Buyer may, without the consent of Seller (i) collaterally transfer, sell, pledge, encumber or assign this PPA or the account, revenues, or proceeds hereof in connection with any financing,
Assignment by Xxxxx. Xxxxx may not assign any of his rights or obligations under this Agreement or in and to the Licensed Marks without the prior written consent of the Special Committee; provided, however, that nothing herein shall prohibit Xxxxx from: (i) assigning his rights and obligations under this Agreement or the Licensed Marks to a Permitted Transferee who agrees to be bound by the terms and conditions herein; or (ii) assigning his right to receive royalty payments under Sections 5.3 and 5.4 hereof to any third party.
Assignment by Xxxxx. 15.5.1 Buyer may not at any time, without the prior written consent of Seller, which consent shall not be unreasonably withheld, conditioned or delayed, assign, transfer, sell, pledge or encumber this Agreement or its rights hereunder to any Person; provided, however, that Buyer may, without the consent of Seller (i) transfer, sell, pledge, encumber or assign this Agreement or the account, revenues, or proceeds hereof in connection with any financing or other financial arrangements; (ii) transfer or assign this Agreement to (a) an Affiliate of Buyer, provided, that such Affiliate has creditworthiness at the time of such transfer or assignment that is equal to or higher than that of Buyer as of the time of the transfer or assignment, as evidenced by audited financial statements, or (iii) transfer or assign this Agreement to any Person succeeding to all or substantially all of the assets of Buyer whose creditworthiness, such transfer or assignment, is equal to or higher than that of Buyer as of the time of the transfer or assignment, as evidenced by audited financial statements; provided further, however, that in each such case, any such assignee shall agree in writing to be bound by the terms and conditions hereof and so long as Buyer delivers such tax and enforceability assurance as Seller may reasonably request.
Assignment by Xxxxx. The Payer may not sell, assign, transfer, novate, grant, declare, create or otherwise dispose of (Transfer) all, part of, or any interest in any of the Tenements, or any rights in relation to Products extracted and recovered or to be extracted and recovered from the Mining Area to a Third Party or a Related Body Corporate or a Related Entity except:
Assignment by Xxxxx. (a) Buyer must not transfer, assign or otherwise convey, directly or indirectly, its interest in the Tenements without first obtaining from any third party assignee a deed in favour of, and in a form reasonably acceptable to, Seller by which:
Assignment by Xxxxx. (a) Buyer shall not assign this Agreement or any interest herein, without the prior written consent of Seller; provided however that Seller shall not unreasonably withhold, condition or delay its consent for Buyer to change the Retail Service Address for which the Credits will apply to another Retail Service Address that is eligible under the Value of Distributed Energy Resources Program to subscribe to the CDG Facility, nor shall Seller unreasonably withhold, condition or delay its consent for Buyer to sell or transfer its interest or a fractional interest in this Agreement to another party with a credit rating that is equivalent or better than Buyer’s and who agrees to comply with and assume all provisions under this Agreement (including, for the avoidance of doubt, pricing terms) and meets the requirements under Section 12.3(b) below. Such transfer shall be treated as a contract novation from the Buyer to the new party assuming Xxxxx’s responsibilities under this Agreement. In accordance with this Section 12.3, Buyer may transfer any fraction of its interests in this Agreement up to and including the full Buyer’s Allocated Percentage which would represent a full assignment.
