Common use of Condition on Assignment or Assumption of Contracts and Rights Clause in Contracts

Condition on Assignment or Assumption of Contracts and Rights. (a) Except as otherwise set forth in this Section 2.4, anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign or assume any Material Contract, material Permit or, in each case, any claim or right or any benefit arising thereunder or resulting therefrom if an attempted assignment or assumption thereof, without the Consent of a third party thereto, would constitute a breach thereof. Any transfer or assignment to Buyer by Seller or any of its Affiliates of any property or property rights or any Material Contract or material Permit that requires the Consent of any third party shall be made subject to such Consent being obtained. If such Consent is not obtained, or if an attempted assignment thereof would be ineffective or would affect the rights of Seller or its Affiliate thereunder such that Buyer would not in fact receive all such rights, Seller will continue to use its reasonable best efforts to obtain the relevant Consent until such Consent is obtained or such Material Contract or material Permit expires or is terminated, and will either (at Buyer’s request) (i) cooperate with Buyer in any arrangement that does not constitute a breach of such Material Contract or material Permit, including an operating or other services agreement if reasonably required by Buyer, reasonably designed to provide for Buyer the benefits under any such Material Contract material Permit or rights including enforcement for the benefit of Buyer of any and all rights of Seller or its Affiliates against a third party or Governmental Body thereto arising out of the breach or cancellation by such third party or Governmental Body or otherwise or (ii) subject to the following, assign such Material Contract or material Permit to Buyer.

Condition on Assignment or Assumption of Contracts and Rights. (a) Except as otherwise set forth in this Section 2.4, anything Anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign or assume any Material Contractclaim, material Permit orcontract, in each caselease, commitment or any claim or right or any benefit arising thereunder or resulting therefrom if an attempted assignment or assumption thereof, without the Consent consent of a third party thereto, would constitute a breach thereof. Any transfer or assignment to Buyer by Seller or any of its Affiliates of any property or property rights or any Material Contract or material Permit that requires the Consent of any third party shall be made subject to such Consent being obtained. If such Consent consent is not obtained, or if an attempted assignment thereof would be ineffective or would affect the rights of Seller WRI or its Affiliate Subsidiaries thereunder such so that Buyer NewCorp or the Surviving Corporation would not in fact receive all such rights, Seller will continue to use its reasonable best efforts to obtain the relevant Consent until such Consent is obtained or such Material Contract or material Permit expires or is terminatedWRI will, and will either (at Buyer’s request) (i) cause its Subsidiaries to, cooperate with Buyer the Surviving Corporation in any arrangement that does not constitute a breach of such Material Contract or material Permit, including an operating or other services agreement if reasonably required by Buyer, reasonably designed to provide for Buyer the Surviving Corporation, at the expense of the Surviving Corporation, the benefits under any such Material Contract material Permit claims, contracts, licenses, leases or rights including commitments including, without limitation, enforcement for the benefit of Buyer the Surviving Corporation of any and all rights of Seller or WRI and its Affiliates Subsidiaries against a third party or Governmental Body thereto arising out of the breach or cancellation by such third party or Governmental Body otherwise; and any transfer or otherwise assignment to NewCorp or (ii) the Surviving Corporation by WRI or its Subsidiaries of any property or property rights or any contract or agreement which shall require the consent or approval of any third party, shall be made subject to such consent or approval being obtained; provided, however, that any third party consents to the following, assign assignment of such Material Contract or material Permit to Buyercontracts shall provide that WRI shall be released in full from its obligations under such contracts.

Condition on Assignment or Assumption of Contracts and Rights. (a) Except as otherwise set forth in this Section 2.4, anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign or assume any Material Contract, material Permit Permit, Right of Way or, in each any case, any claim or right or any benefit arising thereunder or resulting therefrom if an attempted assignment or assumption thereof, without the Consent of a third party thereto, would constitute a breach thereof. Any transfer or assignment to Buyer by Seller or any of its Affiliates of any property or property rights or any Material Contract Contract, Permit or material Permit Right of Way that requires the Consent of any third party shall be made subject to such Consent being obtained. If such Consent is not obtained, or if an attempted assignment thereof would be ineffective or would affect the rights of Seller or its Affiliate thereunder such that Buyer would not in fact receive all such rights, Seller will shall continue to use its commercially reasonable best efforts to obtain the relevant Consent until such Consent is obtained or such Material Contract or material Permit expires or is terminated, or Right of Way is replaced and will either (at Buyer’s request) (i) cooperate with Buyer in any arrangement that does not constitute a breach of such Material Contract Contract, Permit or material PermitRight of Way, including an operating or other services agreement if reasonably required by Buyer, reasonably designed to provide for Buyer the benefits under any such Material Contract material Contract, Permit or rights Rights of Way, including enforcement for the benefit of Buyer of any and all rights of Seller or its Affiliates against a third party or Governmental Body thereto arising out of the breach or cancellation by such third party or Governmental Body or otherwise otherwise, or (ii) subject to the followingSection 2.4(b), assign such Material Contract Contract, Right of Way or material Permit to Buyer.