Common use of Assignment; Subcontractors Clause in Contracts

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 (a) collaterally assign its rights under this Agreement to Buyer’s Lenders or any other party providing debt or equity financing to it, and (b) assign its indemnification rights to PPA Customers as set forth in Section 13.3(c), in each case without the consent of Seller. Notwithstanding the foregoing sentence, (x) 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 (y) 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 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 (a) collaterally assign its rights under this Agreement to Buyer’s Lenders or any other party providing debt or equity financing to it, and (b) assign its indemnification rights to PPA Customers as set forth in Section 13.3(c), in each case it without the consent of Seller. Notwithstanding the foregoing sentence, (xa) 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 (yb) 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 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 [***] Confidential Treatment Requested operation of law or otherwise, without the prior written consent of the other Party, provided that Buyer may (a) collaterally assign its rights under this Agreement to Buyer’s Lenders or any other party providing debt or equity financing to it, and (b) assign its indemnification rights to PPA Customers as set forth in Section 13.3(c), in each case it without the consent of Seller. Notwithstanding the foregoing sentence, (xa) 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 (yb) 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 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 (a) collaterally assign its rights under this Agreement to Buyer’s Lenders or any other party providing debt or equity financing to it, and (b) assign its indemnification rights to PPA Customers as set forth in Section 13.3(c), in each case it without the consent of Seller. Notwithstanding the foregoing sentence, (xa) 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 (yb) 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.. [***] Confidential Treatment Requested

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 may not be assigned or otherwise transferred by any Party, whether by operation of law or otherwise, either Party without the prior written consent of the other Party, provided which consent shall not unreasonably be withheld provided, however, that Buyer either party may (a) collaterally assign its rights under this Agreement to Buyer’s Lenders any of its Affiliates or to the purchaser of all or substantially all of its assets, or to its successor entity or acquirer in the event of a merger, consolidation or change in control of such party without the consent, written or otherwise, of the other party. Any purported assignment in violation of the preceding sentences 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 other party providing debt or equity financing obligation which accrued prior to itthe effective date of such assignment. DSM may, with Discovery Labs’ prior written consent, utilize subcontractors to perform any part of this Agreement, provided that said subcontractors shall be subject to all relevant and (b) assign its indemnification rights material obligations incurred hereunder, including, without limitation, the obligations with respect to PPA Customers confidentiality and intellectual property as set forth in Section 13.3(c), in each case without the consent of Sellersections 14 and 15. Notwithstanding the foregoing sentence, (x) Seller DSM 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 (y) Seller shall be entitled to subcontract remain primarily responsible for all services performed by any of its obligations subcontractor under this Agreement without consent, provided that and shall be responsible to manage the activities of any 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 Agreementsubcontractor.