Assignment; Subcontractors. Contractor shall not assign, transfer, convey, sublet, or otherwise dispose of the Contract or its right, title or interest therein, or its power to execute such Contract to any other person, company, firm or corporation in performance of the Contract, other than the assignment of the right to receive money due, without the prior written consent of the Issuing Entity. Prior to an assignment of the right to receive money becoming effective, Contractor shall file a written notice of such assignment simultaneously with the NYS Comptroller, the Commissioner, and participating Authorized User(s). The Commissioner reserves the right to reject any proposed subcontractor, assignee or supplier for bona fide business reasons, which may include, but are not limited to: that the proposed transferee is on the Department of Labor’s list of companies with which New York State cannot do business; the Commissioner determines that the company is not qualified; unsatisfactory contract performance or service has been previously provided; or attempts were not made to solicit minority and women’s business enterprises (M/WBE) bidders for the subcontract.
Assignment; Subcontractors. This Agreement shall not be assignable by either party without the prior written consent of the other party hereto, except that it may be assigned without such consent to the successor of either party, or to a person, firm or corporation acquiring all or substantially all of the business assets of such party or to a wholly owned subsidiary of either party, but such assignment shall not relieve the assigning party of any of its obligations under this Agreement. No assignment of this Agreement shall be valid until this Agreement shall have been assumed by the assignee. This Agreement shall be binding upon and shall inure to the benefit of the TRANSYSTEMS’ and CLIENT’s respective successors and assigns. Nothing in this Section 8.9 shall prevent or be deemed to prevent TRANSYSTEMS from employing, contracting with or engaging independent professional associates, CONSULTANTS and other subcontractors to perform or assist in the performance of the Services.
Assignment; Subcontractors. This Agreement is a contract for Supplier's unique services and, therefore, Supplier may not assign or subcontract this Agreement to any third party without the prior written consent of Newmont. If Newmont consents to Supplier’s use of a subcontractor for performance of all or any portion of the Services, Supplier nevertheless is and shall remain fully responsible for compliance with all provisions of this Agreement by, and the acts and omissions of, such subcontractor and all of its personnel. In addition, Supplier shall ensure that each such subcontractor’s agreement requires the subcontractor specifically to comply with the provisions set forth in Sections 2.C., 2.H., 2.M., 4, 5, 8.A., 9.B., 10, 11, and 17 of this Agreement as if such subcontractor were the “Supplier” hereunder. This Agreement shall be binding upon and inure to the benefit of the parties’ respective successors and permitted assigns.
Assignment; Subcontractors. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns (including by operation of law), but neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any Party, whether by operation of law or otherwise, without the prior written consent of the other Party, provided that Buyer may collaterally assign its rights under this Agreement to any party providing debt or equity financing to it without the consent of Seller. Notwithstanding the foregoing sentence, (a) Seller shall be entitled to assign its right, title and interest in and to this Agreement to an Affiliate under common ownership with Seller with the prior consent of Buyer, and (b) Seller shall be entitled to subcontract any of its obligations under this Agreement without consent, provided that such assignment or subcontracting shall not excuse Seller from the obligation to competently perform any subcontracted obligations or any of its other obligations under the Agreement.
Assignment; Subcontractors. This Agreement may not be assigned or otherwise transferred by either Party without the prior written consent of the other Party; provided, however, either Party may, without such consent, assign this Agreement (a) in connection with the transfer or sale of all or substantially all of the assets of such Party or the line of business of which this Agreement forms a part, (b) in the event of the merger or consolidation of a Party hereto with another company, or (c) to any Affiliate of the assigning Party fully capable of performing hereunder. Any purported assignment in violation of the preceding sentence shall be void. Any permitted assignee shall assume all obligations of its assignor under this Agreement. No assignment shall relieve either Party of responsibility for the performance of any obligation which accrued prior to the effective date of such assignment.
Assignment; Subcontractors. A. Except as provided in this Article, neither Party shall assign this Contract or any right or interest under this Contract, nor delegate any work or obligation to be performed under this Contract ("Assignment"), without the other Party's prior written consent which shall not be unreasonably withheld (it being understood that it shall be deemed to be reasonable to withhold consent to the assignment of this Contract or any rights, interest or obligations hereunder to a competitor of Contractor or an affiliate of a competitor or uncreditworthy party). Nothing herein shall preclude a Party from employing a subcontractor in carrying out its obligations under this Contract. A Party's use of such subcontractor shall not release the Party from its obligations or liability (including warranties) under this Contract. If a proposed subcontractor of major equipment (i.e., equipment listed on Exhibit E) is not listed on Exhibit E hereto, Contractor shall obtain approval thereof from Purchaser, which approval shall not be unreasonably withheld. Purchaser and Contractor shall agree on the form and substance of Exhibit E by May 1, 1998.
B. The Contractor has the right to assign all of its rights under this Contract or to delegate all of its duties hereunder at any time without the Purchaser's consent to any successor to substantially all the assets of the Contractor by way of a merger, consolidation or sale of assets provided that in the case of any assignment or delegation pursuant to this Sub-Article 37(B) such assignee shall assume in writing all warranties, representations and obligations of Contractor under this Contract. The Contractor shall give the Purchaser written notice 30 days prior to the assignment.
C. The Parties acknowledge that Purchaser may finance construction of the System on a "project finance" basis and that in connection therewith the financing parties will require that such financing be secured by certain assets of Purchaser (including but not limited to this Contract). The Purchaser may, in connection with any such project financing grant a collateral assignment of the System and/or its rights and obligations under this Contract to any such financing parties, and in connection therewith, the Contractor will execute and deliver a Consent, substantially in the form of Exhibit B hereto; provided that Contractor agrees to make such changes or additions to such form as may be reasonably requested by such financing parties, and Purchaser, and such fin...
Assignment; Subcontractors. The rights and obligations under this Agreement may not be assigned by Supplier without the prior written consent of Newmont, which consent may be denied in its sole discretion. Any attempted assignment without such consent shall be void. If such consent is granted, such assignment shall not increase or alter Newmont’s obligations nor diminish or alter Newmont’s rights. With respect to any Services to be performed by Supplier, such Services are unique and, therefore, Supplier may not subcontract any portion of its performance thereof to any third party without the prior written consent of Newmont. If Newmont consents to Supplier’s use of a subcontractor for the performance of all or any portion of the Services, Supplier nevertheless is and shall remain fully responsible for compliance with all provisions of this Agreement by, and the acts and omissions of, such subcontractor and all of its personnel. In addition, Supplier shall ensure that each such subcontractor’s agreement requires the subcontractor specifically to comply with the provisions set forth in Sections 3.4, 3.6, 4, 8.1, 8.2, 8.3, 8.5, 9, 16, 23, and 24. This Agreement shall be binding upon and inure to the benefit of the parties’ respective successors and permitted assigns.
Assignment; Subcontractors. This Agreement may not be assigned or subcontracted by Contractor without the prior written consent of the County. If Contractor subcontracts any of its obligations under this Agreement, Contractor will remain liable to the County for those obligations and will also be responsible for subcontractor’s performance under, and compliance with, this Agreement.
Assignment; Subcontractors. 59 38 Relationship of the Parties.............................. 61 39 Successors Bound......................................... 61 40 Article Captions......................................... 61 41 Severability............................................. 61
Assignment; Subcontractors. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns (including by operation of law), but neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any Party, whether by operation of law or otherwise, without the prior written consent of the other Party, provided that either Party may collaterally assign its rights under this Agreement to any party providing debt or equity financing to it without the consent of the other Party. Notwithstanding the foregoing sentence, (a) Seller shall be entitled to assign its right, title and interest in and to this Agreement to an Affiliate under common ownership with Seller and (b) Seller shall be entitled to subcontract any of its obligations under this Agreement, provided that such assignment or subcontracting shall not excuse Seller from the obligation to competently perform any subcontracted obligations or to remain qualified as a QFCP.
