Common use of Permitted Assignment by Buyer Clause in Contracts

Permitted Assignment by Buyer. Buyer shall have the right to assign this Agreement without consent of Seller (a) in connection with any merger or consolidation of Buyer with or into another Person or any exchange of all of the common stock or other equity interests of Buyer or Buyer’s parent for cash, securities or other property or any acquisition, reorganization, or other similar corporate transaction involving all or substantially all of the common stock or other equity interests in, or assets of, Buyer, or (b) to any substitute purchaser of the Products so long as in the case of either clause (a) or clause (b) of this Section 14.4, (i) either (x) the proposed assignee’s credit rating is at least either BBB- from S&P or Baa3 from Xxxxx’x or (y) the proposed assignee’s credit rating is equal to or better than that of Buyer at the time of the proposed assignment and the proposed assignee is regulated by the MDPU or another Governmental Entity that authorizes the recovery of Buyer’s costs incurred under this Agreement in retail rates charged by the proposed assignee to the same extent as such recovery is authorized in the Regulatory Approval, and (ii) such assignment or, in the case of clause (a) above, the transaction associated with such assignment has been approved by the MDPU or the appropriate Governmental Entity.

Permitted Assignment by Buyer. Buyer shall have the right to assign this Agreement without consent of Seller (a) in connection with any merger or consolidation of the Buyer with or into another Person or any exchange of all of the common stock or other equity interests of Buyer or Buyer’s parent for cash, securities or other property or any acquisition, reorganization, or other similar corporate transaction involving all or substantially all of the common stock or other equity interests in, or assets of, Buyer, or (b) to any substitute purchaser of the Products so long as (i) in the case of either clause (a) or clause (b) of this Section 14.4, (i) either (x1) the proposed assignee’s credit rating for unsecured, senior long-term debt obligations is at least either BBB- from S&P or Baa3 from Xxxxx’x Xxxxx’x, or (y2) the proposed assignee’s credit rating is equal to or better than that of Buyer at the time of the proposed assignment and the proposed assignee is regulated by the MDPU assignment, or another Governmental Entity that authorizes the recovery of Buyer’s costs incurred under this Agreement in retail rates charged by the proposed assignee to the same extent as such recovery is authorized in the Regulatory Approval, and (ii3) such assignment orassignment, or in the case of clause (a) above, above the transaction associated with such assignment assignment, has been approved by the MDPU or the appropriate GovernmentGovernmental Entity. with jurisdiction over such transaction, or (ii) in the case of clause (b) of this Section 14.4, the proposed assignee has a credit rating that is at least Investment Grade and is regulated by the MDPU or another Governmental EntityAgency that approves the recovery in rates of amounts expended under this Agreement.