Assignment of Contracts and Rights. Anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign any Station Asset or any claim or right or any benefit arising thereunder or resulting therefrom if such assignment, without the consent of a third party thereto, would constitute a breach or other contravention of such Station Asset or in any way adversely affect the rights of Buyer or the Seller or any of their respective Affiliates thereunder. The Seller and Buyer shall use their commercially reasonable efforts to obtain such consents after the execution of this Agreement until each such consent is obtained. If any such consent is not obtained prior to the Closing Date, the Seller and Buyer shall use their commercially reasonable efforts to obtain such consent as soon as possible after the Closing Date. The Seller and Buyer will cooperate in a mutually-agreeable arrangement under which Buyer will obtain the benefits and assume the obligations thereunder in accordance with this Agreement, including sub-contracting, sub-licensing, occupancy and use agreements or sub-leasing to Buyer or its Affiliates and enforcement by the Seller for the benefit of Buyer or its Affiliates, as applicable, of any and all rights of the Seller and its Affiliates against a third party thereto. Notwithstanding the foregoing, none of the Seller, Buyer or any of their respective Affiliates shall be required to pay consideration to any third party to obtain any consent.
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Samples: Asset Purchase Agreement (Mercury New Holdco, Inc.), Asset Purchase Agreement (Media General Inc), Asset Purchase Agreement (LIN Media LLC)
Assignment of Contracts and Rights. Anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign any Station Asset or any claim or right or any benefit arising thereunder or resulting therefrom if such assignment, without the consent of a third party thereto, would constitute a breach or other contravention of such Station Asset or in any way adversely affect the rights of WTGS TV, Buyer or the Seller or any of their respective Affiliates thereunder. The Seller and Buyer shall use their commercially reasonable efforts to obtain such consents after the execution of this Agreement until each such consent is obtained. If any such consent is not obtained prior to the Closing Date, the Seller and Buyer shall use their commercially reasonable efforts to obtain such consent as soon as possible after the Closing Date. The Seller and Buyer will cooperate in a mutually-agreeable arrangement under which Buyer will obtain the benefits and assume the obligations thereunder in accordance with this Agreement, including sub-contracting, sub-licensing, occupancy and use agreements or sub-leasing to Buyer or its Affiliates and enforcement by the Seller for the benefit of Buyer or its Affiliates, as applicable, of any and all rights of the Seller and its Affiliates against a third party thereto. Notwithstanding the foregoing, none of the Seller, Buyer or any of their respective Affiliates shall be required to pay consideration to any third party to obtain any consent.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Media General Inc), Asset Purchase Agreement (LIN Media LLC), Asset Purchase Agreement (Mercury New Holdco, Inc.)
Assignment of Contracts and Rights. Anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign any Station Purchased Asset or any claim or right or any benefit arising thereunder or resulting therefrom if such assignment, without the consent of a third party thereto, would constitute a breach or other contravention of such Station Purchased Asset or in any way adversely affect the rights of Buyer or the Seller or any of their respective Affiliates Sellers thereunder. The Seller Sellers and Buyer shall use their commercially reasonable efforts to obtain such consents after the execution of this Agreement until each such consent is obtained. If any such consent is not obtained prior to the Closing Date, the Seller Sellers and Buyer shall use their commercially reasonable efforts to obtain such consent as soon as possible after the Closing Date. The Seller In addition, the Sellers and Buyer will cooperate in a mutually-mutually agreeable arrangement under which Buyer will would obtain the benefits and assume the obligations thereunder in accordance with this Agreement, including sub-contracting, sub-licensing, occupancy and and/or use agreements or sub-leasing to Buyer or its Affiliates and enforcement by the Seller Sellers for the benefit of Buyer or its Affiliates, as applicable, of any and all rights of the Seller and its Affiliates Sellers against a third party thereto. Notwithstanding the foregoing, none of the Seller, Buyer or any of their respective Affiliates shall be required to pay consideration to any third party to obtain any consent.
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Assignment of Contracts and Rights. Anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign any Station Purchased Asset or any claim or right or any benefit arising thereunder or resulting therefrom if such assignment, without the consent of a third party thereto, would constitute a breach or other contravention of such Station Purchased Asset or in any way adversely affect the rights of Buyer or the Seller or any of their respective Affiliates thereunder. The Seller Operating Company and Buyer shall use their commercially reasonable efforts to obtain such consents after the execution of this Agreement until each such consent is obtained. If any such consent is not obtained prior to the Closing Date, the Seller Operating Company and Buyer shall use their commercially reasonable efforts to obtain such consent as soon as possible after the Closing Date. The Seller In addition, Operating Company and Buyer will cooperate in a mutually-mutually agreeable arrangement under which Buyer will would obtain the benefits and assume the obligations thereunder in accordance with this Agreement, including sub-contracting, sub-licensing, occupancy and and/or use agreements or sub-leasing to Buyer or its Affiliates and enforcement by the Seller Operating Company for the benefit of Buyer or its Affiliates, as applicable, of any and all rights of the Seller and its Affiliates such Operating Company against a third party thereto. Notwithstanding the foregoing, none of the neither Seller, Buyer or nor any of their respective Affiliates shall be required to pay consideration to any third party to obtain any consent.
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Samples: Asset Purchase Agreement (Sinclair Broadcast Group Inc)
Assignment of Contracts and Rights. Anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign any Station Purchased Asset or any claim or right or any benefit arising thereunder or resulting therefrom if such assignment, without the consent of a third party thereto, would constitute a breach or other contravention of such Station Purchased Asset or in any way adversely affect the rights of Buyer or the Seller or any of their respective Affiliates thereunder. The Seller and Buyer shall use their commercially reasonable efforts to obtain such consents after the execution of this Agreement until each such consent is obtained. If any such consent is not obtained prior to the Closing Date, the Seller and Buyer shall use their commercially reasonable efforts to obtain such consent as soon as possible after the Closing Date. The In addition, Seller and Buyer will cooperate in a mutually-mutually agreeable arrangement under which Buyer will would obtain the benefits and assume the obligations thereunder in accordance with this Agreement, including sub-contracting, sub-licensing, occupancy and and/or use agreements or sub-leasing to Buyer or its Affiliates and enforcement by the Seller for the benefit of Buyer or its Affiliates, as applicable, of any and all rights of the such Seller and its Affiliates against a third party thereto. Notwithstanding the foregoing, none of the neither Seller, Buyer or nor any of their respective Affiliates shall be required to pay consideration to any third party to obtain any consent.
Appears in 1 contract
Samples: Asset Purchase Agreement (Sinclair Broadcast Group Inc)
Assignment of Contracts and Rights. Anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign any Station Purchased Asset or any claim or right or any benefit arising thereunder or resulting therefrom if such assignment, without the consent of a third party thereto, would constitute a breach or other contravention of such Station Purchased Asset or in any way adversely affect the rights of Buyer or the Seller or any of their respective Affiliates thereunder. The Seller and Buyer shall use their commercially reasonable efforts to obtain such consents after the execution of this Agreement until each such consent is obtained. If any such consent is not obtained prior to the Closing Date, the Seller and Buyer shall use their commercially reasonable efforts to obtain such consent as soon as possible after the Closing Date. The In addition, Seller and Buyer will cooperate in a mutually-mutually agreeable arrangement under which Buyer will would obtain the benefits and assume the obligations thereunder in accordance with this Agreement, including sub-contracting, sub-licensing, occupancy and and/or use agreements or sub-leasing to Buyer or its Affiliates and enforcement by the Seller for the benefit of Buyer or its Affiliates, as applicable, of any and all rights of the Seller and its Affiliates against a third party thereto. Notwithstanding the foregoing, none of the Seller, Buyer or nor any of their respective Affiliates shall be required to pay consideration to any third party to obtain any consent.
Appears in 1 contract
Samples: Asset Purchase Agreement (Sinclair Broadcast Group Inc)
Assignment of Contracts and Rights. Anything in this Agreement ---------------------------------- or any other Acquisition Document to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign any Station Purchased Asset or any claim or right or any benefit arising thereunder or resulting therefrom if such assignmentan attempted assignment thereof, without the consent of a third party thereto, would constitute a breach or other contravention of such Station Asset thereof or in any way adversely affect the rights of Buyer Purchaser or the Seller or any of their respective Affiliates thereunder. The Seller and Buyer shall use their commercially reasonable efforts to obtain such consents after the execution consent of this Agreement until each such consent is obtainedthe other Persons for the assignment thereof to Purchaser as Purchaser may request. If any such consent is not obtained prior to obtained, or if an attempted assignment thereof would be ineffective or would adversely affect the Closing Daterights thereunder so that Purchaser would not receive all such rights, the Seller and Buyer Purchaser shall use their commercially reasonable efforts to obtain such consent as soon as possible after the Closing Date. The Seller and Buyer will cooperate in a mutually-mutually agreeable arrangement under which Buyer will Purchaser would obtain the benefits and assume the obligations thereunder in accordance with this Agreement, including sub-contractingsubcontracting, sub-licensing, occupancy and use agreements licensing or sub-sub- leasing to Buyer Purchaser, or its Affiliates and enforcement by the under which Seller would enforce for the benefit of Buyer or its AffiliatesPurchaser, as applicablewith Purchaser assuming Seller's obligations, of any and all rights of the Seller and its Affiliates against a third party thereto. Notwithstanding the foregoing, none Seller shall promptly pay to Purchaser when received all monies received by Seller in respect of the Seller, Buyer any Purchased Asset or any of their respective Affiliates shall be required claim or right or any benefit arising thereunder, except to pay consideration to any third party to obtain any consentthe extent the same represents an Excluded Asset.
Appears in 1 contract
Samples: Asset Purchase Agreement (Stanford Telecommunications Inc)
Assignment of Contracts and Rights. Anything in this Agreement Notwithstanding anything to the contrary notwithstandingcontained in this Agreement, this Agreement shall not constitute an agreement to assign any Station Asset or any claim or right or any benefit arising thereunder or resulting therefrom Contract if such assignmentan attempted assignment thereof, without the consent of a third party thereto, would constitute a breach or other contravention of such Station Asset thereof or in any way adversely affect the rights of Buyer Purchaser or the Seller or any of their respective Affiliates Company thereunder. The Seller and Buyer shall Company will use their commercially its reasonable best efforts to obtain the consent of the other parties to any such consents after Contract for the execution of this Agreement assignment thereof to Purchaser or its designated Affiliate as Purchaser may request. Unless and until each such consent is obtained. If any , or if an attempted assignment thereof would be ineffective or would adversely affect the rights of Purchaser or the Company thereunder so that Purchaser would not in fact receive all rights under such consent is not obtained prior to the Closing DateContract, the Seller Company and Buyer shall use their commercially reasonable efforts to obtain such consent as soon as possible after the Closing Date. The Seller and Buyer Purchaser will cooperate in a mutually-agreeable an arrangement under which Buyer will Purchaser would obtain the benefits and assume the obligations thereunder in accordance with this Agreement, including sub-contractingsubcontracting, sub-licensing, occupancy and use agreements or sub-leasing subleasing to Buyer Purchaser, or its Affiliates and enforcement by under which the Seller Company would enforce, at Purchaser’s expense, for the benefit of Buyer or its AffiliatesPurchaser, as applicablewith Purchaser assuming at Purchaser’s expense the Company’s obligations, of any and all rights of the Seller and its Affiliates Company against a third party thereto. Notwithstanding The Company will promptly pay to Purchaser when received all monies received by the foregoingCompany under any such Contracts, none of the Sellerand Purchaser shall pay, Buyer or any of their respective Affiliates shall be required to pay consideration to any third party to obtain any consentdefend, discharge and perform all Liabilities under such Contracts.
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Assignment of Contracts and Rights. Anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign any Station Asset or any claim or right or any benefit arising thereunder or resulting therefrom if such assignment, without the consent of a third party thereto, would constitute a breach or other contravention of such Station Asset or in any way adversely affect the rights of Buyer or the Seller or any of their respective Affiliates thereunder. The Seller and Buyer shall use their commercially reasonable efforts to obtain such consents after the execution of this Agreement until each such consent is obtained. If any such consent is not obtained prior to the Closing Date, the Seller and Buyer shall use their commercially reasonable efforts to obtain such consent as soon as possible after the Closing Date. The Seller and Buyer will cooperate in a mutually-agreeable arrangement under which Buyer will obtain the benefits and assume the obligations thereunder in accordance with this Agreement, including sub-contracting, sub-licensing, occupancy and use agreements or sub-leasing to Buyer or its Affiliates and enforcement by the Seller for the benefit of Buyer or its Affiliates, as applicable, of any and all rights of the Seller and its Affiliates against a third party thereto. Notwithstanding the foregoing, none of the Seller, Buyer or any of their respective Affiliates shall be required to pay consideration to any third party to obtain any consent.
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