Assignment of Seller's Contracts. Nothing in this Agreement shall be deemed to constitute an assignment or an attempt to assign any contract or other agreement to which Seller is a party if the attempted assignment thereof without the consent of the other party to such contract or agreement would constitute a breach thereof or affect in any way the rights of Seller thereunder. If after Seller has used its best efforts to obtain the consent of any such other party to such contract or agreement, such consent shall not be obtained at or prior to the Closing, or an attempted assignment thereof at the Closing would be ineffective and would affect the rights of Seller thereunder, Seller will cooperate with Purchaser in any reasonable arrangement designed to provide for Purchaser the benefits under any such contract or agreement, including the enforcement, at the cost and for the benefit of Purchaser, of any and all rights of Seller against such other party thereto arising out of the breach or cancellation thereof by such other party or otherwise.
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Samples: Asset Purchase Agreement (Gp Strategies Corp), Asset Purchase Agreement (American Drug Co)
Assignment of Seller's Contracts. Nothing in this Agreement shall be deemed to constitute an assignment or an attempt to assign any contract or other agreement to which any Seller is a party if the attempted assignment thereof without the consent of the other party to such contract or agreement would constitute a breach thereof or affect in any way the rights of any Seller thereunder. If after any Seller has used its best efforts to obtain the consent of any such other party to such contract or agreement, such consent shall not be obtained at or prior to the Closing, or an attempted assignment thereof at the Closing would be ineffective and would affect the rights of any Seller thereunder, Seller Sellers will cooperate with Purchaser Buyer in any reasonable arrangement designed to provide for Purchaser Buyer the benefits under any such contract or agreement, including the enforcement, at the cost and for the benefit of PurchaserBuyer, of any and all rights of any Seller against such other party thereto arising out of the breach or cancellation thereof by such other party or otherwise.
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Assignment of Seller's Contracts. Nothing in this Agreement shall be deemed to constitute an assignment or an attempt to assign any contract or other agreement to which each Seller is a party if the attempted assignment thereof without the consent of the other party to such contract or agreement would constitute a breach thereof or affect in any way the rights of each Seller thereunder. If after each Seller has used its best efforts to obtain the consent of any such other party to such contract or agreement, such consent shall not be obtained at or prior to the Closing, or an attempted assignment thereof at the Closing would be ineffective and would affect the rights of each Seller thereunder, each Seller will cooperate with Purchaser Buyer in any reasonable arrangement designed to provide for Purchaser Buyer the benefits under any such contract or agreement, including the enforcement, at the cost and for the benefit of PurchaserBuyer, of any and all rights of each Seller against such other party thereto arising out of the breach or cancellation thereof by such other party or otherwise.
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Assignment of Seller's Contracts. Nothing in this Agreement shall be deemed to constitute an assignment or an attempt to assign any contract or other agreement to which the Seller is a party if the attempted assignment thereof without the consent of the other party to such contract or agreement would constitute a breach thereof or affect in any way the rights of the Seller thereunder. If after the Seller has used its best efforts to obtain the consent of any such other party to such contract or agreement, such consent shall not be obtained at or prior to the Closing, or an attempted assignment thereof at the Closing would be ineffective and would affect the rights of the Seller thereunder, Seller will cooperate with Purchaser Buyer in any reasonable arrangement designed to provide for Purchaser Buyer the benefits under any such contract or agreement, including the enforcement, at the cost and for the benefit of PurchaserBuyer, of any and all rights of the Seller against such other party thereto arising out of the breach or cancellation thereof by such other party or otherwise.
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