Common use of Procedures for Assets Not Transferable Clause in Contracts

Procedures for Assets Not Transferable. If any of the Contracts or any other property or rights included in the Seller Assets are not assignable or transferable either by virtue of the provisions thereof or under applicable law without the consent of some other party or parties (a "Required Consent"), Seller shall use all commercially reasonable efforts to obtain such consents prior to the Closing Date and shall notify Buyer on or prior to the Closing Date of any consents not so obtained; provided, that Seller shall not be required to make any payments or to incur any obligations to third parties in connection with the obtaining of any such consent. If any Required Consent cannot be obtained prior to Closing, Seller shall use all commercially reasonable efforts to obtain any consents not previously obtained as soon as possible after the Closing Date or otherwise obtain for Buyer the practical benefit of such property or rights.

Procedures for Assets Not Transferable. If any of the Contracts Contract, permit, Asset or any other property or rights right included in the Seller Assumed Liabilities or the Acquired Assets are is not assignable or transferable either by virtue of the provisions thereof or under applicable law without the consent of some other party a third party, and such consent has not been obtained prior to the Closing Date, this Agreement and the related instruments of transfer shall not constitute an assignment or parties transfer thereof, and Buyer shall not assume Seller’s obligations with respect thereto, but Seller shall diligently use its best efforts to obtain such consent as soon as possible after the Closing Date. With respect to each such Asset, Contract, property or right for which a necessary consent has not been obtained (a "Required Consent"excluding nontransferable governmental Permits), Seller shall use all commercially reasonable efforts to obtain such consents prior to the Closing Date and shall notify Buyer on or prior to the Closing Date of any consents not so obtained; provided, that Seller shall not be required to make any payments or to incur any obligations to third parties in connection with the obtaining of any such consent. If any Required Consent cannot be obtained prior to Closing, Seller shall use all commercially reasonable efforts to obtain any consents not previously obtained as soon as possible after the Closing Date or otherwise obtain for Buyer Buyer, at no additional cost to Buyer, the practical benefit benefits of such Contract, property or rightsright until such consent is obtained.

Procedures for Assets Not Transferable. If any of the Contracts Contract, Permit, or any other property or rights right included in the Seller Assumed Liabilities or the Acquired Assets are is not assignable or transferable either by virtue of the provisions thereof or under applicable law without the consent of some other party a third party, and such consent has not been obtained prior to the Closing Date, this Agreement and the related instruments of transfer shall not constitute an assignment or parties (a "Required Consent")transfer thereof, Seller and Buyer shall not assume Sellers’s obligations with respect thereto, but Sellers shall diligently use all commercially its reasonable efforts to obtain such consents prior to consent as soon as possible after the Closing Date and shall notify Buyer on or prior to the Closing Date of any consents not so obtainedDate; provided, however, that Seller shall not be required to make pay any payments or sums to incur any obligations third party to third parties in connection with the obtaining of any obtain such consent. If any Required Consent canWith respect to each such Contract, property or right for which a necessary consent has not be been obtained prior to Closing(excluding nontransferable governmental Permits), Seller Sellers shall use all commercially reasonable efforts to obtain any consents not previously obtained as soon as possible after the Closing Date or otherwise obtain for Buyer, at no additional cost to Buyer or Sellers, the practical benefit benefits of such Contract, property or rightsright until such consent is obtained.

Procedures for Assets Not Transferable. If any of the Contracts or any other property or rights included in the Seller Assets are not assignable or transferable either by virtue of the provisions thereof or under applicable law without the consent of some other party or parties (a "Required Consent"), Seller Sellers shall use all commercially reasonable efforts to obtain such consents prior to the Closing Date and shall notify Buyer on or prior to the Closing Date of any consents not so obtained; provided, that Seller Sellers shall not be required to make any payments or to incur any obligations to third parties in connection with the obtaining of any such consent. If any Required Consent cannot be obtained prior to Closing, Seller Sellers shall use all commercially reasonable efforts to obtain any consents not previously obtained as soon as possible after the Closing Date or otherwise obtain for Buyer the practical benefit of such property or rights.