Common use of Buyer’s Right to Assign Clause in Contracts

Buyer’s Right to Assign. The Buyer may assign some or all of its rights, and delegate some or all of its obligations, under this Contract (including, with limitation, the License and the Design Materials License), to an Eligible Assignee without the Seller’s consent; provided, however, that: (a) the Buyer shall notify the Seller of its intent to assign no less than ten (10) days prior to the execution of any such assignment; (b) the Buyer shall either (i) (subject to the limitations set forth in Article 24) guarantee the obligations of the assignee by executing a guaranty in a form acceptable to the Seller or (ii) retain its obligations under any payment and indemnity provisions of the Contract; (c) the first assignee may not further assign or delegate any rights or obligations hereunder except to the original Buyer, unless the first assignee is an Affiliate of the Buyer, in which case such assignee (and its assignees who are Affiliates of the Buyer) may further assign or delegate any rights or obligations to one or more Affiliate(s) of the Buyer (including the original Buyer); and (d) the Buyer shall in no event assign to its engineering or construction contractor the right to receive liquidated damages under this Contract. In addition, the Buyer may assign some or all of its rights, and delegate some or all of its obligations, under this Contract to any other third party subject to the prior written consent of the Seller (such consent not to be unreasonably withheld).