Common use of Consented Assignment Clause in Contracts

Consented Assignment. Anything contained herein to the contrary notwithstanding, this Annex A shall not constitute an agreement to assign any claim, right, contract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party thereto would constitute a breach thereof or in any material way affect the rights of Lessor thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect Lessor's rights thereunder so that Lessee would not in fact receive all such rights, Lessor shall cooperate in any reasonable arrangement designed to provide for Lessee the benefit under any such claims, rights, contracts, licenses, leases, commitments, sales orders or purchase orders, including, without limitation, enforcement, at no out-of-pocket cost to Lessor, of any and all rights of Lessor against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 3 contracts

Samples: Stock Purchase and Sale Agreement (Province Healthcare Co), Lease Agreement (Province Healthcare Co), Lease Agreement (Province Healthcare Co)

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Consented Assignment. Anything contained herein to the contrary notwithstanding, this Annex A Agreement shall not constitute an agreement to assign any claim, right, contract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party the other Party thereto would constitute a breach thereof or in any material way affect the rights of Lessor the Seller, as appropriate, thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect Lessor's the rights thereunder of the Seller so that Lessee Purchaser would not in fact receive all such rights, Lessor then the Parties shall cooperate in any reasonable arrangement designed to provide for Lessee the benefit Parties the benefits under any such claimsclaim, rightsright, contractscontract, licenseslicense, leaseslease, commitmentscommitment, sales orders order or purchase ordersorder, including, without limitation, enforcement, at no out-of-pocket cost to Lessor, enforcement of any and all rights of Lessor the Seller, against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 2 contracts

Samples: Partnership Agreement (Paincare Holdings Inc), Partnership Interest Purchase Agreement (Paincare Holdings Inc)

Consented Assignment. Anything contained herein to the contrary notwithstanding, this Annex A Agreement shall not constitute an agreement to assign any claim, right, contract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party the other Party thereto would constitute a breach thereof or in any material way affect the rights of Lessor Owners and the Company, as appropriate, thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect Lessor's the rights thereunder of Owners and the Company so that Lessee Purchaser would not in fact receive all such rights, Lessor the Parties shall cooperate in any reasonable arrangement designed to provide for Lessee the benefit Parties the benefits under any such claimsclaim, rightsright, contractscontract, licenseslicense, leaseslease, commitmentscommitment, sales orders order or purchase ordersorder, including, without limitation, enforcement, at no out-of-pocket cost to Lessor, enforcement of any and all rights of Lessor Owners and the Company, against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 2 contracts

Samples: Management Rights Purchase Agreement (Symbion Inc/Tn), Management Rights Purchase Agreement (Symbion Inc/Tn)

Consented Assignment. Anything contained herein to the contrary notwithstanding, this Annex A Agreement shall not constitute an agreement to assign any claimClaim, right, contractContract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party the other Party thereto would constitute a breach thereof or in any material way affect the rights of Lessor Seller Companies and Parent, as appropriate, thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect Lessor's the rights thereunder of any Seller Company or Parent so that Lessee Purchaser would not in fact receive all such rights, Lessor then the Parties shall cooperate in any reasonable arrangement designed to provide for Lessee the benefit Parties the benefits under any such claimsClaim, rightsright, contractsContract, licenseslicense, leaseslease, commitmentscommitment, sales orders order or purchase ordersorder, including, without limitation, enforcement, at no out-of-pocket cost to Lessor, enforcement of any and all rights of Lessor Seller Companies and Parent, against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Modern Medical Modalities Corp), Asset Purchase Agreement (Modern Medical Modalities Corp)

Consented Assignment. Anything contained herein to the contrary notwithstanding, this Annex A Agreement shall not constitute an agreement to assign any claim, right, contract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party the other Party thereto would constitute a breach thereof or in any material way affect the rights of Lessor Sellers, as appropriate, thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect Lessor's the rights thereunder of Sellers so that Lessee Purchaser would not in fact receive all such rights, Lessor the Parties shall cooperate in any reasonable arrangement designed to provide for Lessee the benefit Parties the benefits under any such claimsclaim, rightsright, contractscontract, licenseslicense, leaseslease, commitmentscommitment, sales orders order or purchase ordersorder, including, without limitation, enforcement, at no out-of-pocket cost to Lessor, enforcement of any and all rights of Lessor Sellers, against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 1 contract

Samples: Purchase Agreement (Symbion Inc/Tn)

Consented Assignment. Anything contained herein to the -------------------- contrary notwithstanding, this Annex A Agreement shall not constitute an agreement to assign any claim, right, contract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party thereto would constitute a breach thereof or in any material way affect the rights of Lessor Seller or SAFECARE thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect LessorSeller's or SAFECARE's rights thereunder so that Lessee Buyer would not in fact receive all such rights, Lessor Seller shall upon the request of Buyer cooperate in any reasonable arrangement designed to provide for Lessee Buyer the benefit benefits under any such claimsclaim, rightsright, contractscontract, licenseslicense, leaseslease, commitmentscommitment, sales orders order or purchase ordersorder, including, without limitation, enforcement, at no out-of-pocket cost to Lessor, enforcement of any and all rights of Lessor Seller or SAFECARE against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 1 contract

Samples: Asset Purchase Agreement (Health Management Associates Inc)

Consented Assignment. Anything contained herein to the contrary notwithstanding, this Annex A Agreement shall not constitute an agreement to assign any claim, right, contract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party thereto would constitute a breach thereof or in any material way affect the rights of Lessor Seller thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect LessorSeller's rights thereunder so that Lessee Buyer would not in fact receive all such rights, Lessor Seller shall cooperate in any reasonable arrangement designed to provide for Lessee Buyer the benefit under any such claims, rights, contracts, licenses, leases, commitments, sales orders or purchase orders, including, without limitation, enforcement, at no 36 38 out-of-pocket cost to LessorSeller, of any and all rights of Lessor Seller against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 1 contract

Samples: Asset Purchase Agreement (Province Healthcare Co)

Consented Assignment. Anything contained herein to the contrary notwithstanding, this Annex A Agreement shall not constitute an agreement to assign any claim, right, contract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party thereto would constitute a breach thereof or in any material way affect the rights of Lessor Seller thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect LessorSeller's rights thereunder so that Lessee Buyer would not in fact receive all such rights, Lessor Seller shall cooperate in any reasonable arrangement designed to provide for Lessee Buyer the benefit under any such claims, rights, contracts, licenses, leases, commitments, sales orders or purchase orders, including, without limitation, enforcement, at no out-of-pocket cost to LessorSeller, of any and all rights of Lessor Seller against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 1 contract

Samples: Asset Purchase Agreement (Province Healthcare Co)

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Consented Assignment. Anything contained herein to the contrary notwithstanding, this Annex A Agreement shall not constitute an agreement to assign any claim, right, contract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party the other Party thereto would constitute a breach thereof or in any material way affect the rights of Lessor Sellers, as appropriate, thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect Lessor's the rights thereunder of Sellers so that Lessee Purchasers would not in fact receive all such rights, Lessor the Parties shall cooperate in any reasonable arrangement designed to provide for Lessee the benefit Parties the benefits under any such claimsclaim, rightsright, contractscontract, licenseslicense, leaseslease, commitmentscommitment, sales orders order or purchase ordersorder, including, without limitation, enforcement, at no out-of-pocket cost to Lessor, enforcement of any and all rights of Lessor Sellers, against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 1 contract

Samples: Purchase Agreement (Symbion Inc/Tn)

Consented Assignment. Anything contained herein to the contrary notwithstanding, this Annex A Agreement shall not constitute an agreement to assign any claim, right, contract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party thereto would constitute a breach thereof or in any material way affect the rights of Lessor the Company thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect Lessorthe Company's rights thereunder so that Lessee Buyer would not in fact receive all such rights, Lessor the Company shall cooperate in any reasonable arrangement designed to provide for Lessee Buyer the benefit under any such claims, rights, contracts, licenses, leases, commitments, sales orders or purchase orders, including, including without limitation, enforcement, at no out-of-pocket cost to LessorBuyer, of any and all rights of Lessor the Company against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ipayment Inc)

Consented Assignment. Anything contained herein to the contrary notwithstanding, this Annex A Agreement shall not constitute an agreement to assign any claim, right, contract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party thereto would constitute a breach thereof or in any material way affect the rights of Lessor the Company thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect Lessorthe Company's rights thereunder so that Lessee Buyer would not in fact receive all such rights, Lessor the Company shall cooperate in any reasonable arrangement designed to provide for Lessee Buyer the benefit under any such claims, rights, contracts, licenses, leases, commitments, sales orders or purchase orders, including, including without limitation, enforcement, at no out-of-pocket cost to LessorBuyer, of any and all rights of Lessor Seller against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ipayment Inc)

Consented Assignment. Anything contained herein to the contrary notwithstanding, this Annex A shall not constitute an agreement to assign any claim, right, contract, license, lease, commitment, sales order or purchase order if an attempted assignment thereof without the consent of another party thereto would constitute a breach thereof or in any material way affect the rights of Lessor thereunder, unless such consent is obtained. If such consent is not obtained, or if an attempted assignment would be ineffective or would materially affect Lessor's rights thereunder so that Lessee would not in fact receive all such rights, Lessor shall cooperate in any reasonable arrangement designed to provide for Lessee the benefit under any such claims, rights, contracts, licenses, leases, commitments, sales orders or purchase orders, including, without limitation, enforcement, at no out-of-of- pocket cost to Lessor, of any and all rights of Lessor against the other party or parties thereto arising out of the breach or cancellation by such other party or otherwise.

Appears in 1 contract

Samples: Lease and Management Agreement (Province Healthcare Co)

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