Common use of ASSIGNMENT OF CONTRACTS, RIGHTS, ETC Clause in Contracts

ASSIGNMENT OF CONTRACTS, RIGHTS, ETC. Anything contained in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement or attempted agreement to transfer, sublease or assign any Contract, or right with respect to any benefit arising thereunder or resulting therefrom, or any permit, if an attempted transfer, sublease or assignment thereof, without the required consent of any other party thereto, would constitute a breach thereof or in any way adversely affect the rights of the Buyer thereunder. The Sellers shall use commercially reasonable efforts to obtain the consent of any such third party to any of the foregoing to the transfer or assignment thereof to the Buyer in all cases in which such consent is required for such transfer or assignment. If such consent is not obtained, the Sellers shall cooperate in any reasonable and lawful arrangements designed to provide for the Buyer the benefits thereunder.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Opko Health, Inc.)

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ASSIGNMENT OF CONTRACTS, RIGHTS, ETC. Anything contained in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement or attempted agreement to transfer, sublease or assign any Contractcontract, license, lease, commitment, sales order, purchase order, or any claim or right with respect to any of benefit arising thereunder or resulting therefrom, or any permit, if an attempted transfer, sublease or assignment thereof, without the required consent of any other a third party thereto, thereto (which third party is not a party to this Agreement) would constitute a breach thereof or in any way adversely affect the rights of the Buyer thereunder. The Sellers In such event, Seller and Stockholders shall use commercially reasonable their best efforts to obtain the consent of any such the third party to any of the foregoing to the transfer or assignment thereof to the Buyer in all cases in which such consent is required for such transfer assignment or assignmenttransfer. If such consent is not obtained, the Sellers shall Seller and Stockholders agree to cooperate with Buyer in any reasonable and lawful arrangements designed to provide for the and assure to Buyer the benefits thereunder, including enforcement for the benefit of Buyer of any and all rights of Seller against the third party arising out of the cancellation undertaken or attempted by such third party or otherwise.

Appears in 1 contract

Samples: Asset Purchase Agreement (Regency Health Services Inc)

ASSIGNMENT OF CONTRACTS, RIGHTS, ETC. Anything contained in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement or attempted agreement to transfer, sublease or assign any Contractcontract, license or other agreement, or any claim, or right with respect to any benefit arising thereunder or resulting therefrom, or any permitPermit, if an attempted transfer, sublease or assignment thereof, without the required consent of any other party thereto, would constitute a breach thereof or in any way adversely affect the rights of the Buyer or the Seller thereunder. The Sellers parties shall use commercially reasonable efforts to obtain the consent of any such third party to any of the foregoing to the transfer or assignment thereof to the Buyer in all cases in which such consent is required for such transfer or assignment. If such any consent required in connection with the transactions contemplated hereby is not obtained, the Sellers parties shall cooperate in any reasonable and lawful arrangements designed necessary or desirable to provide for the Buyer the benefits thereunder, including, without limitation, enforcement by the Seller for the benefit of the Buyer of any and all rights of the Seller thereunder against the other party thereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Information Holdings Inc)

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ASSIGNMENT OF CONTRACTS, RIGHTS, ETC. Anything contained in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement or attempted agreement to transfer, sublease or assign any Contractcontract, license, real or personal property lease, or right with respect to any benefit arising thereunder or resulting therefromother agreement, or any permitPermit, if an attempted transfer, sublease or assignment thereof, without the required consent of any other party thereto, would constitute a breach thereof or in any way adversely affect the rights of the Buyer Purchaser or Seller thereunder. The Sellers parties shall use commercially reasonable efforts to obtain the consent of any such third party to any of the foregoing to the transfer or assignment thereof to the Buyer Purchaser in all cases in which such consent is required for such transfer or assignment. If such consent is not obtained, the Sellers parties shall cooperate in any reasonable and lawful arrangements designed necessary or desirable to provide for the Buyer Purchaser the benefits thereunder, including, without limitation, enforcement by Seller for the benefit of Purchaser of any and all rights of Seller thereunder against the other party thereto.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Wam Net Inc)

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