Assignments Not Requiring Consent Sample Clauses

Assignments Not Requiring Consent. Either Party may assign this Agreement to any of its Affiliates or, with respect to Shipper, a purchaser of Shipper’s Interests in the Dedicated Area (subject to Section 10.3), without the consent of the other Party, in whole or in part, but any such assignment shall not relieve the assigning Party of any of its liabilities, obligations or duties hereunder, provided, however, in the case of a partial assignment of any of Shipper’s rights and obligations to an Affiliate, Shipper shall have no further responsibility for the obligations so assigned (subject to Section 10.3), nor shall the assignee have any responsibility for the responsibilities of Shipper that were not so assigned. Further, in the event of a partial assignment pursuant to this Section 10.1, Shipper may, in its sole discretion, decide that portion of the Deemed Volume Commitment to be assigned, provided that the assignee has reasonable capability to tender the Deemed Volume Commitment assigned to it and this Agreement shall apply to Shipper and its assignee(s) severally.

Assignments Not Requiring Consent. 8.3.1 Either Party may assign its rights or delegate its duties under this Agreement, or any part of such rights or duties, without the written consent of the other Party to any person or entity that purchases or otherwise acquires, directly or indirectly, all or substantially all of the outstanding assets, shares of stock or other ownership interest, as applicable, of the assigning Party; 8.3.2 DMG may assign this Agreement or portion of this Agreement, as applicable, in conjunction with the sale of any Unit or all or any portion of the Facilities not rising to the level

Assignments Not Requiring Consent. 8.3.1 Either Party may assign its rights or delegate its duties under this Agreement, or any part of such rights or duties, without the written consent of the other Party to any person or entity that purchases or otherwise acquires, directly or indirectly, all or substantially all of the outstanding assets, shares of stock or other ownership interest, as applicable, of the assigning Party; 8.3.2 DMG may assign this Agreement or portion of this Agreement, as applicable, in conjunction with the sale of any Unit or all or any portion of the Facilities not rising to the level of "all or substantially all" of its assets, stock or other ownership interest without Illinois Power's written consent as long as the creditworthiness of the assignee, or any person or entity guaranteeing the assignee's obligations under this Agreement, if any, is equal to or better than that of DMG at the time of the sale, or Illinois Power shall receive other adequate assurance, in a form reasonably acceptable to DMG in its sole discretion, of such assignee's ability to fulfill all of the obligations of DMG under this Agreement with respect to such Unit or Facility(ies). DMG may also assign this Agreement or portion of this Agreement, as applicable, to any wholly-owned direct or indirect affiliate of DMG's parent which acquires DMG or any of the Units or Facilities without the written consent of Illinois Power. 8.3.3 Illinois Power may assign this Agreement to any wholly-owned direct or indirect affiliate of Illinois Power's parent which acquires Illinois Power or all of the Illinois Power T&D System or Illinois Power's business without the written consent of DMG. Further, if Illinois Power transfers operational control of all or any portion of the Illinois Power T&D System to an RTO, Illinois Power may assign this Agreement or portion of this Agreement, as applicable, to the RTO without the written consent of DMG, provided the RTO assumes in writing all or the duties and obligations of Illinois Power, existing and future, under this Agreement. The foregoing sentence notwithstanding, nothing contained herein shall limit the DMG's right to defend this Agreement or to challenge such assignment, or the terms or conditions thereof.