Common use of Assignments and Other Transfers Clause in Contracts

Assignments and Other Transfers. (a) Licensee shall not assign, transfer, sell, mortgage, encumber, sublease or otherwise convey (whether voluntarily, involuntarily or by operation of law) this Agreement or any interest therein, nor license, mortgage, encumber or otherwise grant to any other person or entity (whether voluntarily, involuntarily or by operation of law) any right or privilege in or to the Premises (or any interest therein), in whole or in part, without the prior written consent of Railroad, which consent may be withheld by Railroad in its sole discretion. Any such assignment or other transfer made without Railroad's prior written consent shall be null and void and, at Railroad's option, shall constitute an immediate default of this Agreement. Notwithstanding the foregoing, upon prior written notice to Railroad, Licensee may assign this Agreement to a parent, a wholly-owned subsidiary of Licensee or a wholly-owned subsidiary of Licensee's parent without Railroad's consent; provided, however, that no such assignment shall relieve Licensee of its obligations under this Agreement. (b) Railroad shall have the right to transfer and assign, in whole or in part, all its rights and obligations hereunder and in or to the Premises. From and after the effective date of any such assignment or transfer, Railroad shall be released from any further obligations hereunder; and Licensee shall look solely to such successor-in-interest of Railroad for the performance of the obligations of "Railroad" hereunder.

Assignments and Other Transfers. (a) Licensee shall not assign, transfer, sell, mortgage, encumber, sublease or otherwise convey (whether voluntarily, involuntarily or by operation of law) this Agreement or any interest therein, nor license, mortgage, encumber or otherwise grant to any other person or entity (whether voluntarily, involuntarily or by operation of law) any right or privilege in or to the Premises (or any interest therein), in whole or in part, without the prior written consent of RailroadRailway, which consent may be withheld by Railroad Railway in its sole discretion. Any such assignment or other transfer made without RailroadRailway's prior written consent shall be null and void and, at RailroadRailway's option, shall constitute an immediate default of this Agreement. Notwithstanding the foregoing, upon prior written notice to RailroadRailway, Licensee may assign this Agreement to a parent, a wholly-owned subsidiary of Licensee or a wholly-owned subsidiary of Licensee's parent without RailroadRailway's consent; provided, however, that no such assignment shall relieve Licensee of its obligations under this Agreement. (b) Railroad Railway shall have the right to transfer and assign, in whole or in part, all its rights and obligations hereunder and in or to the Premises. From and after the effective date of any such assignment or transfer, Railroad Railway shall be released from any further obligations hereunder; and Licensee shall look solely to such successor-in-interest of Railroad Railway for the performance of the obligations of "RailroadRailway" hereunder.

Assignments and Other Transfers. (a) Licensee shall not assign, transfer, sell, mortgage, encumber, sublease or otherwise convey (whether voluntarily, involuntarily or by operation of law) this Agreement or any interest therein, nor license, mortgage, encumber or otherwise grant to any other person or entity (whether voluntarily, involuntarily or by operation of law) any right or privilege in or to the Premises (or any interest therein), in whole or in part, without the prior written consent of RailroadRailway, which consent may be withheld by Railroad Railway in its sole discretion. Any such assignment or other transfer made without RailroadRailway's prior written consent shall be null and void and, at RailroadRailway's option, shall constitute an immediate default of this Agreement. Notwithstanding the foregoing, upon prior written notice to RailroadRailway, Licensee may assign this Agreement to a parent, a wholly-wholly- owned subsidiary of Licensee or a wholly-owned subsidiary of Licensee's parent without RailroadRailway's consent; provided, however, that no such assignment shall relieve Licensee of its obligations under this Agreement. (b) Railroad Railway shall have the right to transfer and assign, in whole or in part, all its rights and obligations hereunder and in or to the Premises. From and after the effective date of any such assignment or transfer, Railroad Railway shall be released from any further obligations hereunder; and Licensee shall look solely to such successor-in-interest of Railroad Railway for the performance of the obligations of "RailroadRailway" hereunder.