Common use of Personal to Licensee Clause in Contracts

Personal to Licensee. (a) In recognition of the unique nature of the relationship between Licensor and Licensee, the fact that Licensor would not be willing to enter into an agreement such as this Agreement with any other party in any other circumstances, and the unique nature of Licensee (including without limitation, the fact that Licensee is partially owned indirectly by Licensor's Affiliate, AT&T Wireless PCS Inc.), the parties agree that the rights, obligations and benefits of this Agreement shall be personal to Licensee, and Licensor shall not be required to accept performance from, or render performance to an entity other than Licensee or even to Licensee itself in the event of a Change of Control. Pursuant to 11 U.S.C. (S) 365(c)(1)(A) (as it may be amended from time to time, and including any successor to such provision), in the event of the Bankruptcy of Licensee, this Agreement may not be assigned or assumed by Licensee (or any Successor) and Licensor shall be excused from rendering performance to, or accepting performance from, Licensee or any Successor. (b) Notwithstanding the foregoing, this Agreement may be assigned to the lenders (the "Lenders") named in the $425 million Credit Agreement dated February 3, 1998 (the "Credit Agreement"), entered into between Triton PCS, Inc., a wholly-owned subsidiary of Triton PCS, and the Lenders, and, after a default under the Credit Agreement and the expiration of any applicable grace and cure periods thereunder, the Lenders may enforce Licensee's rights hereunder and the Lenders may assign this Agreement to any Person with the consent of Licensor.

Personal to Licensee. (a) In recognition of the unique nature of the relationship between Licensor and LicenseeHolding Company, the fact that Licensor would not be willing to enter into an agreement such as this Agreement with any other party in any other circumstances, and the unique nature of Licensee (including without limitation, the fact that Licensee Holding Company is partially owned indirectly by Licensor's Affiliate, AT&T Wireless PCS Inc.LLC), the parties agree that the rights, obligations and benefits of this Agreement shall be personal to Licensee, and Licensor shall not be required to accept performance from, or render performance to an entity other than Licensee or even to Licensee itself in the event of a Change of ControlControl of Licensee. Pursuant to 11 U.S.C. (S) 365(c)(1)(A) (as it may be amended from time to time, and including any successor to such provision), in the event of the Bankruptcy of Licensee, this Agreement may not be assigned or assumed by Licensee (or any Successor) and Licensor shall be excused from rendering performance to, or accepting performance from, Licensee or any Successor. (b) Notwithstanding the foregoing, the rights and obligations under this Agreement may be assigned to the lenders (the "Lenders") named in the $425 million TeleCorp Credit Agreement dated February 3, 1998 (and the "Tritel Credit Agreement"), entered into between Triton PCS, Inc., a wholly-owned subsidiary of Triton PCS, and the Lenders, and, after a default under the TeleCorp Credit Agreement or the Tritel Credit Agreement and the expiration of any applicable grace and cure periods thereunder, the Lenders named therein may enforce Licensee's rights hereunder and the such Lenders may assign this Agreement to any Person with the consent of Licensor.

Personal to Licensee. (a) In recognition of the unique nature of the relationship between Licensor and Licensee, the fact that Licensor would not be willing to enter into an agreement such as this Agreement with any other party in any other circumstances, and the unique nature of Licensee (including without limitation, the fact that Licensee is partially owned indirectly by Licensor's Affiliate, AT&T Wireless PCS Inc.), the parties agree that the rights, obligations and benefits of this Agreement shall be personal to Licensee, and Licensor shall not be required to accept performance from, or render performance to an entity other than Licensee or even to Licensee itself in the event of a Change of ControlControl of Licensee. Pursuant to 11 U.S.C. (S) 365(c)(1)(A) (as it may be amended from time to time, and including any successor to such provision), in the event of the Bankruptcy of Licensee, this Agreement may not be assigned or assumed by Licensee (or any Successor) and Licensor shall be excused from rendering performance to, or accepting performance from, Licensee or any Successor. (b) Notwithstanding the foregoing, this Agreement may be assigned to the lenders (the "Lenders") named in the $425 435 million Credit Agreement dated February 3, 1998 (the "Credit Agreement"), ) dated the date hereof entered into between Triton PCS, Inc., a wholly-owned subsidiary of Triton PCS, Licensee and the Lenders, and, after a default under the Credit Agreement and the expiration of any applicable grace and cure periods thereunder, the Lenders may enforce Licensee's rights hereunder and the Lenders may assign this Agreement to any Person with the consent of Licensor.

Personal to Licensee. (a) In recognition of the unique nature of the relationship between Licensor and Licensee, the fact that Licensor would not be willing to enter into an agreement such as this Agreement with any other party in any other circumstances, and the unique nature of Licensee (including without limitation, the fact that Licensee is partially owned indirectly by Licensor's Affiliate, AT&T Wireless PCS Inc.), the parties agree that the rights, obligations and benefits of this Agreement shall be personal to Licensee, and Licensor shall not be required to accept performance from, or render performance to an entity other than Licensee or even to Licensee itself in the event of a Change of ControlControl of Licensee. Pursuant to 11 U.S.C. (S) ss. 365(c)(1)(A) (as it may be amended from time to time, and including any successor to such provision), in the event of the Bankruptcy of Licensee, this Agreement may not be assigned or assumed by Licensee (or any Successor) and Licensor shall be excused from rendering performance to, or accepting performance from, Licensee or any Successor. (b) Notwithstanding the foregoing, this Agreement may be assigned to the lenders (the "Lenders") named in the $425 550 million Credit Agreement dated February 3, 1998 (the "Credit Agreement"), ) dated the date hereof entered into between Triton PCS, Inc., a wholly-owned subsidiary of Triton PCS, Licensee and the Lenders, and, after a default under the Credit Agreement and the expiration of any applicable grace and cure periods thereunder, the Lenders may enforce Licensee's rights hereunder and the Lenders may assign this Agreement to any Person with the consent of Licensor.