Permitted Assignment Clause Samples

Permitted Assignment. Purchaser may assign its rights under this Agreement to any affiliated entity which directly or indirectly controls, is controlled by or is under common control with Purchaser, without the consent of Seller. Any other assignment by Purchaser to a non-affiliated entity shall require Seller’s prior consent, not to be unreasonably withheld, conditioned, or delayed.

Permitted Assignment. This Agreement shall not be assignable by Seller without the prior written consent of Purchaser, except that this Agreement (a) may be assigned by Seller without the requirement for such consent (but with notice to Purchaser) (i) to any Lender from time to time providing financing to Seller or its affiliate with respect to all or any portion of the Project or (iii) to any Lender or its designee in connection with a foreclosure or other exercise of remedies, and (b) unless otherwise waived by Purchaser, shall be assigned in whole or in part by Seller without the requirement for such consent (but with notice to Purchaser) in the event of a sale by Seller of all or a portion of Seller's interest in the Facility, with the purchaser of Seller's interest in the Facility assuming Seller's obligations under this Agreement in the same percentage as the portion of Seller's interest being transferred bears to Seller's entire interest in the Facility. This Agreement shall not be assignable by Purchaser without the prior written consent of Seller, provided, however, that Purchaser may assign this Agreement to another Customer without the requirement for such consent (but with notice to Seller) so long as such Customer has not experienced a Material Adverse Change under its PPA. Any such transferee, assignee or purchaser (other than a Lender through collateral assignment in connection with a lease or other financing transaction permitted under Section 6.2.8 of the Ownership Agreement) shall confirm its willingness to accept all of the assigning Party's obligations under this Agreement by writing reasonably acceptable to the non-assigning Party. Any such assignee, transferee or purchaser (other than a Lender through collateral assignment in connection with a lease or other financing transaction permitted under Section 6.2.8 of the Ownership Agreement) must be sufficiently creditworthy and otherwise capable of performing all of the assigning Party's obligations under this Agreement. No assignment or transfer of this Agreement by a Party shall be permitted during any period in which an Event of Default of such Party shall have occurred and be continuing and not cured, unless the other Party shall agree. No assignment of this Agreement shall relieve the assigning Party of any of its obligations under this Agreement, except that the assignor shall be released from its obligations under this Agreement at such time as all future obligations of the assignor hereunder shall have...

Permitted Assignment. Buyer may, without the consent of Seller, assign this Agreement to an Affiliate of Buyer, so long as such assignee has assumed in writing all of the obligations of Buyer under this Agreement and agreed to be bound by all the terms and conditions of this Agreement accruing or arising from and after the effectiveness of such assignment.

Permitted Assignment. City agrees that Licensee shall be permitted to enter into an Assignment of this Master License, without City's prior consent but with notice to City as provided below, to: (a) an Affiliate, which is an entity that directly or indirectly controls, is controlled by or is under the common control with, Licensee, and has a net worth of at least Ten Million Dollars ($10,000,000); (b) a Subsidiary, which is an entity controlled by Licensee and has a net worth of at least Ten Million Dollars ($10,000,000); (c) an entity which acquires all or substantially all of Licensee’s assets in the market in which the licensed Premises are located (as the market is defined by the Federal Communications Commission (FCC)) due to an order or directive of the FCC; (d) an entity that acquires Licensee by change of stock ownership or partnership interest. An Assignment is permitted (that is, does not require the SFMTA’s consent) under the circumstances stated above, only to the extent that the Assignee will use the Premises in the same manner as Licensee under this Master License and will hold all licenses, permits, and other approvals necessary to lawfully install Equipment on a Pole. As used above, the term "control" shall mean (a) as to a corporation, the ownership of stock having the right to exercise more than fifty percent (50%) of the total combined voting power of all classes of stock of the controlled corporation, issued and outstanding, and (b) as to partnerships and other forms of business associations, ownership of more than fifty percent (50%) of the beneficial interest and voting control of such association. Licensee shall provide SFMTA notice (30) days before the effective date such Assignment. Said notice shall include the contact information for the proposed Assignee and financial information establishing that the proposed Assignee meets the capital and fiscal qualifications stated in this Section. This section shall not apply if the Licensee is in default of this Master License.

Permitted Assignment. (a) NEA shall have the right to assign all or any portion of its rights or obligations under this Agreement without the consent of CECO solely for financing purposes to existing and any future lenders secured, in whole or in part, by interests in the Facility, NEA’s contractual rights, or NEA or Affiliates of NEA. Such assignment to lenders shall not operate to relieve NEA of any duty or obligation under this Agreement. In connection with the exercise of remedies under the security documents relating to such financing(s), the lender(s) or trustee(s) shall be entitled to assign this Agreement to any third-party transferee designated by such lender(s) or trustee(s), provided that CECO determines, in CECO’s reasonable discretion, that such proposed transferee or assignee is qualified and capable to satisfy NEA’s obligations hereunder. (b) CECO shall have the right to assign this Agreement in connection with a CECO Reorganization Event to any assignee without the consent of NEA so long as (i) the proposed assignee serves load in NEPOOL and (ii) the proposed assignee’s credit rating as established by ▇▇▇▇▇’▇ or S&P is equal to or better than that of CECO at the time of the proposed assignment (provided, that any such rating that is on “watch” for downgrading shall not satisfy the credit rating criteria described in clause (ii)). (c) If either Party assigns this Agreement as provided in this Section 13.2, then such Party shall cause to be delivered to the other Party an assumption agreement (in form and substance reasonably satisfactory to the non-assigning Party) of all of the obligations of the assigning Party hereunder by such assignee. (d) An assignment of this Agreement pursuant to this Section 13.2 shall not release or discharge the assignor from its obligations hereunder unless the assignee executes a written assumption agreement in accordance with Section 13.2(c) hereof.

Permitted Assignment. RVI may assign any or all of its rights and obligations under this Agreement to RVI Holdco, provided that each of RVI and RVI Holdco shall thereafter, jointly and severally, be liable for the performance by RVI Holdco of the obligations of RVI pursuant to this Agreement. Any and all of the obligations of RVI may be performed and satisfied by RVI Holdco, except that nothing in this Section 14.9 will permit any change to the rights, privileges, restrictions and conditions attaching to the Voting Share or Exchangeable Shares or to the Exchange Right, Exchange Put Right or Automatic Exchange Rights.

Permitted Assignment. LICENSEE may assign or delegate its rights or obligations under this Agreement only under the following circumstances: 10.1.1. by providing UNIVERSITY with written notice of the proposed assignment, including the proposed assignee’s contact information, at least thirty (30) days prior to the date of assignment, and obtaining UNIVERSITY’s express written consent to the proposed assignment, which consent shall not be unreasonably withheld; or 10.1.2. as part of a sale or change of control, regardless of whether such a sale or change of control occurs by operation of law or through an asset sale, stock sale, merger or other combination, or any other transfer of: (i) LICENSEE’s entire business; or (ii) that part of LICENSEE’s business that exercises all rights granted under this Agreement. Notwithstanding the foregoing, any assignment to an Excluded Entity is strictly prohibited.

Permitted Assignment. If Licensee desires to enter into an Assignment of this Master License or any Pole License issued under this Master License, Licensee shall give notice (a “Notice of Proposed Assignment”) to the City, stating in detail the terms and conditions for such proposed Assignment and complete information, including financial statements or information, business history, and references and other information about the proposed assignee (the “Assignee”) that the City needs to make a fully informed decision about Licensee’s request. If Licensee does not deliver all information that the City reasonably requires simultaneously with the Notice of Proposed Assignment, the date of Licensee’s delivery of notice will be deemed to have occurred only when it has delivered any additional information the City requests.

Permitted Assignment. (i) In the event Delphi effects, or is the subject of, a merger, consolidation, statutory share exchange, sale of assets or other form of business combination, (a) in which Delphi is not the surviving, resulting or receiving corporation thereof