ASSIGNMENT; DELEGATION OF DUTIES. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties hereto. Consent of Carrier shall not be required as to an assignment by Member or Servicer to any subsidiary, Affiliate or parent of Member or Servicer under this Agreement. No party hereto shall make any other assignment of this Agreement without the prior written consent of the other parties hereto, which consent shall not be unreasonably withheld. Member and Servicer, each in ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. its sole discretion, without prior notice to Carrier, may designate and authorize any Affiliate(s) of Member or Servicer to take any action required or allowed by Member or Servicer or to undertake any duties or fulfill any obligations of either of them hereunder, and in such case such Affiliate(s) shall be entitled to the rights and benefits of Member or Servicer hereunder, as applicable. Notwithstanding any such designation and authorization, Member or Servicer, as applicable, shall remain liable for any breach or failure to perform hereunder by any such Affiliate(s) of Member or Servicer, as applicable, hereunder. Member and Servicer acknowledge that the terms of any agreement between them with respect to assignments shall supersede the provisions of this Section 13 as between Member and Servicer except that Member or Servicer, as applicable, shall remain liable for any breach or failure to perform hereunder by any such Affiliate(s) of Member or Servicer, as applicable, hereunder.
ASSIGNMENT; DELEGATION OF DUTIES. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties hereto. Consent of Carrier shall not be required as to an assignment by Member or Servicer to any subsidiary, Affiliate or parent of Member or Servicer under this Agreement. No party hereto shall make any other assignment of this Agreement without the prior written consent of the other parties hereto, which consent shall not be unreasonably withheld. Member and Servicer, each in its sole discretion, without prior notice to Carrier, may designate and authorize any Affiliate(s) of Member or Servicer to take any action required or allowed by Member or Servicer or to undertake any duties or fulfill any obligations of either of them hereunder, and in such case such Affiliate(s) shall be entitled to the rights and benefits of Member or Servicer hereunder, as applicable. Notwithstanding any such designation and authorization, Member or Servicer, as applicable, shall remain liable for any breach or failure to perform hereunder by any such Affiliate(s) of Member or Servicer, as applicable, hereunder. Member and Servicer acknowledge that the terms of any agreement between them with respect to assignments shall supersede the provisions of this Section 13 as between Member and Servicer except that Member or Servicer, as applicable, shall remain liable for any breach or failure to perform hereunder by any such Affiliate(s) of Member or Servicer, as applicable, hereunder.
ASSIGNMENT; DELEGATION OF DUTIES. This Agreement is intended to secure the services of and be personal to Provider, and shall not be assigned, sublet, delegated or transferred by Provider without the prior written consent of MCNA. In the event that Provider is a professional corporation, professional association or partnership rather than an individual dentist or provider, Provider agrees that all of the terms set forth herein applicable to a Provider shall apply with equal force to both the professional corporation, professional association or partnership and the individual dentist or Providers associated with such entity.
ASSIGNMENT; DELEGATION OF DUTIES. Service Provider shall not assign its rights under this Agreement or delegate any of its duties hereunder, unless any such assignment or delegation is approved in advance in writing by the Client.
ASSIGNMENT; DELEGATION OF DUTIES. Notwithstanding anything to the contrary contained herein, except as provided pursuant to Section 6.02 or 10.14, this Agreement may not be assigned by the Servicer without the prior written consent of the Trustee and Depositor. Except as otherwise contemplated by this Agreement (including Sections 3.02(a) and 6.02), the Servicer may not delegate to any third party all or substantially all of its duties and obligations under this Agreement without the prior written consent of the Trustee and the Depositor.
ASSIGNMENT; DELEGATION OF DUTIES. This Agreement and the rights and obligations created under it shall be binding upon and inure solely to the benefit of the Parties hereto and their respective successors and permitted assigns. This Agreement shall not be assigned or transferred by any Party, except to an Affiliate or any successor upon written notice to the other Parties hereto, provided that any such Affiliate or successor agrees in writing to be bound by the terms of this Agreement, without the prior written consent of the other. Direct Merchants Bank or Metris may at any time delegate any duties hereunder to an Affiliate which normally performs such credit card related services on behalf of Direct Merchants Bank or Metris.
ASSIGNMENT; DELEGATION OF DUTIES. This Agreement is intended to secure the services of and be personal to Provider, and shall not be assigned, sublet, delegated or transferred by Provider without the prior written consent of MCO.
ASSIGNMENT; DELEGATION OF DUTIES. This Employment Agreement shall inure to the benefit of, and shall be binding upon, the parties hereto and their respective successors, assigns, heirs and legal representatives. The duties and covenants of Executive under this Employment Agreement, being personal, may not be delegated or assigned by Executive. Company may assign its obligations hereunder to any individual, entity, corporation or partnership that succeeds to all or a portion of the relevant business or assets of Company.
ASSIGNMENT; DELEGATION OF DUTIES. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties hereto. Consent of Carrier shall not be required as to an assignment by Member to any Affiliate or parent of Member, so long as such Affiliate or parent has equivalent resources and experience in merchant acquiring/processing as Member (which shall be deemed to be the case if such Affiliate acquires the assets and personnel of Member that constituted Member’s acquiring processing business immediately prior to such assignment). No party hereto shall make any other assignments of this Agreement without the prior written consent of the other parties hereto, which consent shall not be unreasonably withheld. Member, in its sole discretion, with prior notice to Carrier, may designate and authorize any Affiliate(s) of Member to take any action required or allowed by Member or to undertake any duties or fulfill any of its obligations hereunder, and in such case such Affiliate(s) shall be entitled to the rights and benefits of Member hereunder. Notwithstanding any such designation and authorization, Member shall remain liable for any breach or failure to perform hereunder by any such Affiliate(s) of Member hereunder.
ASSIGNMENT; DELEGATION OF DUTIES. This Agreement incorporates the entire understanding of the parties with respect to the subject matter hereof and no representation, warranty or agreement not set forth herein shall be binding on either party. This Agreement shall be binding upon and inure to the benefit of Syms and Conseco Finance and their respective successors and permitted assigns, except without the express written consent of the other party, neither Syms nor Conseco Finance may assign this Agreement or delegate any of its duties hereunder except that (a) either Syms or Conseco Finance may delegate such duties to any party which is then a wholly owned subsidiary of the delegating party or a corporation or other entity under common control with the delegating party provided that notwithstanding such delegation, such delegating party shall remain primarily liable hereunder, (b) Conseco Finance may assign this Agreement to a wholly owned subsidiary provided that notwithstanding such assignment, Conseco Finance shall remain primarily liable hereunder, and (c) subject to Syms right to accept or deny such assignment as provided below, Conseco Finance may contract with an unaffiliated bank or other financial institution in structuring the Program and in connection with such contract may assign this Agreement or delegate duties to such financial institution to the extent Conseco Finance deems necessary or desirable. Upon written notification to Syms of the assignment of this Agreement pursuant to clause (c) above, (which shall include a proposed date for the system conversion to the assigned bank or other financial institution selected by Conseco Finance and financial and other information with respect to such proposed assignee to enable Syms to exercise its rights hereunder, such date for the system conversion not to be sooner than 120 days from the date of the notification from Conseco Finance), Syms will have thirty (30) days to accept or deny the assignment. If Syms does not want to convert to the bank or other financial institution selected by Conseco Finance, Syms must provide Conseco Finance with the name of the bank or other financial institution selected by Syms and Syms must require that bank or other financial institution to purchase the Accounts at a price equal to the amount of the Final Receivables as of the close of business on the day prior to the Purchase Date and convert the Syms Program from Conseco Finance on or before the date that Conseco Finance is scheduled to systemat...
