Assignment; Financing. (a) Except as otherwise provided in this Agreement, RemainCo may not assign (including by operation of Law), or mortgage, pledge, encumber or grant a security interest in or lien against its rights under, this Agreement, in whole or in part, without the prior written consent of SpinCo, except that RemainCo may assign this Agreement in its entirety, with written notice to SpinCo, (i) to an Affiliate solely (A) as part of an internal reorganization or restructuring for tax, administrative or other similar purposes and (B) if such Affiliate is the ultimate parent entity of RemainCo or otherwise has the power to control the actions of all of RemainCo’s Affiliates receiving the benefit of this Agreement; or (ii) subject to Section 9.5, in connection with an Acquisition of RemainCo which involves either (A) a merger, consolidation or other similar transaction in which RemainCo is not the surviving entity or (B) a sale of all or substantially all of RemainCo’s assets; provided, in each case, that such Affiliate, or the surviving entity of such merger, consolidation or other similar transaction or the transferee of such assets, as applicable, shall agree in writing, reasonably satisfactory to SpinCo, to be bound by the terms of this Agreement (including Article III) as if named as a “Party” hereto.
(b) Except as otherwise provided in this Agreement, SpinCo may not assign this Agreement, in whole or in part, without the prior written consent of RemainCo, except that SpinCo may, subject to compliance with Section 9.1, assign (i) this Agreement in its entirety to any Person to whom all of the Licensed IP is Transferred; provided that (A) the transferee and the ultimate parent entity of such transferee must expressly agree in writing to be bound by the terms and conditions of this Agreement (including Article III), and (B) in no event may SpinCo assign its rights under Section 3.2(b) or Section 3.2(c) to such Person; and (ii) the relevant portion of this Agreement, in the event a portion of the Licensed IP is Transferred to any Person, provided that (A) the transferee and the ultimate parent entity of such transferee must expressly agree in writing to be bound by the terms and conditions of this Agreement applicable to such Licensed IP and the terms of Article III, and (B) in no event may SpinCo assign its rights under Section 3.2(b) or Section 3.2(c) to such Person. Notwithstanding anything to the contrary set forth in this Agreement, no such assignment of this Agree...
Assignment; Financing. The CONTRACTOR shall not assign this Master Contract, or assign any of its rights hereunder, and shall not delegate any of its obligations hereunder, in whole or in part, without the prior written consent of the District, which may be granted or withheld in the District’s sole and absolute discretion. Without limiting the generality of the foregoing, the CONTRACTOR shall not place any burden or lien, and shall not factor, or otherwise encumber any right to receive payment hereunder. Assignment of this Master Contract by operation of law or the merger or acquisition of CONTRACTOR shall be deemed to be an assignment requiring the consent of the District. Any assignment in contravention of this section shall be void and no assignment shall relieve the assignor of any obligations under this Master Contract.
Assignment; Financing. The Contractor shall not assign or transfer by operation of law or otherwise any or all of its rights, including the right to receive payment, burdens, duties, or obligations without the prior written consent of the District and the surety on the Contract bonds (if applicable). The District’s standard assignment form shall be used for any assignment requested by the Contractor and granted by the District.
Assignment; Financing. 9.1. This Agreement may be assigned in whole or in part, without the prior consent of Owner, to any corporation, partnership or other entity which (i) is controlled by, controlling or under common control with Milestone; (ii) shall merge or consolidate with or into Milestone; or (iii) in which Milestone Communications Management III, Inc. or a wholly owned affiliate of Milestone Communications Management III, Inc. is at all times the general partner. In connection with any such assignment, (1) the assignee shall agree to be bound by all terms and conditions of this Agreement as a condition to such assignment, and (2) notice of the assignment must be given to Owner, in writing, within thirty (30) days.
9.2. Individual Leases and Carrier Subleases may be collaterally assigned by Milestone to a Lender as security for Milestone’s financing, subject to the terms and conditions set forth therein.
Assignment; Financing. The Parties acknowledge and agree that the provisions set forth in Article VII of the Lease apply to each Project individually and to the terms and conditions of the Lease as it relates to the affected Project. Notwithstanding anything in Section 7.6 of the Lease to the contrary, the Parties acknowledge and agree that Solar Company’s rights set forth in Section 7.6 apply to both (A) the Lease and all of the Projects as a whole, and (B) each Project on an individual basis and partial assignment of the Lease with respect to such Project.
Assignment; Financing. This Agreement may be assigned in whole or in part, without the prior written consent of Board, to any corporation, partnership or other entity (i) which is controlled by, controlling, or under common control with Arcadia; (ii) shall merge or consolidate with or into Arcadia; (iii) in which Arcadia, or a wholly owned affiliate of Arcadia, is at all times the general partner or manager; or (iv) to an entity that acquires substantially all of the assets or ownership interest of Arcadia. As to other parties, this Agreement may not be assigned without the prior written consent of the Board, which consent shall not be unreasonably conditioned, delayed, or withheld (and any such approved assignment shall be subject to assignee assuming all of Arcadia’s obligations herein). Individual Option and Lease Agreements may be collaterally assigned by Arcadia to a Lender as security for Arcadia’s financing without Board’s prior consent, subject to the terms and conditions set forth therein.
Assignment; Financing. The terms of Section 24.6 of the PPA related to assignment and financing shall apply to this Agreement and are incorporated by this reference.
Assignment; Financing. 9.1. This Agreement may be assigned in whole or in part, without the prior consent of Owner, to any corporation, partnership or other entity which (i) is controlled by, controlling or under common control with Milestone; (ii) shall merge or consolidate with or into Milestone; or (iii) in which Milestone Communications Management III, Inc. or a wholly owned affiliate of Milestone Communications Management III, Inc. is at all times the general partner. In connection with any such assignment, the assignee shall agree to be bound by all terms and conditions of this Agreement as a condition to such assignment.
9.2. Individual Leases and Carrier Subleases may be collaterally assigned by Milestone to a Lender as security for Milestone’s financing, subject to the terms and conditions set forth therein.
Assignment; Financing. 9.1. This Agreement may be assigned in whole or in part, without the prior consent of Owner, to any corporation, partnership or other entity which (i) is controlled by, controlling or under common control with Milestone; (ii) shall merge or consolidate with or into Milestone; or (iii) in which Milestone, Milestone Tower Limited Partnership-IV or Milestone Communications Management IV, LLC or a wholly owned affiliate of Milestone, Milestone Tower Limited Partnership-IV or Milestone Communications Management IV, LLC is at all times the general partner or manager;. As to other parties, this Agreement may not be assigned without written consent of the Owner, which consent will not be unreasonably withheld, delayed, or conditioned. In order to assign this Agreement any entity into which Milestone is merged or consolidated shall have a tangible net worth equal to or greater than Milestone as of the date of this Agreement and such entity shall be fully bound by the all of the terms and conditions of this Agreement. Milestone shall notify the Owner of such assignment in writing; and consent to such notification shall not be unduly withheld.
Assignment; Financing. As to each System individually,
(a) Contractor shall not assign, transfer, convey, or otherwise dispose of this Contract, or any part hereof, or its right, title or interest in the same or any part thereof, without (i) prior written notice to the Customer, and (ii) other than assignment permitted under Section 3.14(b) (regarding financing), Customer’s prior written consent as to the assignee’s ability to provide Contractor’s operations and maintenance obligations under this Contract, such consent not to be unreasonably withheld, conditioned or delayed. Contractor shall not assign by power-of- attorney, or otherwise, any of the moneys due or to become due and payable under this Contract, without prior written notice to the Customer.
(b) If Contractor’s rights or property are foreclosed upon or seized, or if a Financing Party exercises any other right under a security agreement granted by Contractor to that Financing Party, Customer shall permit such Financing Party to exercise any and all Contractor rights hereunder, so long as there are no existing uncured Defaults. Customer shall execute any document reasonably requested by any Financing Party to evidence and give effect to the provisions of this Section 3.14(c), subject only to the condition precedent that no Contractor Payment Default exists.
(c) Customer shall at any time and from time to time, within ten (10) days after a written request by Contractor execute and deliver to Contractor (or to such party or parties as Contractor shall designate, including a Financing Party) the following written statements:
(1) certifying whether this Contract is in full force and effect (or modified and stating the modification), (2) stating the dates on which amounts due to Customer have been paid, (3) stating that there are no known defaults existing at the time of execution of the statement, or that defaults exist and the nature of such defaults, and (4) stating that, as of the date of such estoppel certificate, there are no disputes or proceedings under this Contract between Customer and Contractor or, if any such dispute exists, describe the nature of such disputes or proceedings;
(1) recognizing a particular entity as a Financing Party under this Contract and
(2) agreeing to accord to such entity all the rights and privileges of a Financing Party hereunder.
(d) Any costs associated with Customer’s compliance with Section 3.14(d) shall be at Contractor’s expense.
(e) At Contractor’s request and subject to DOER app...
