Common use of Unassignable Assets Clause in Contracts

Unassignable Assets. Notwithstanding any other provision of this Agreement or any of the Ancillary Agreements, to the extent that any of the Seller Contracts or any other assets constituting part of the Purchased Assets are not assignable or otherwise transferable to Purchaser without the consent, approval or waiver of another party thereto or any third party (including any governmental agency), or if such assignment or transfer would constitute a breach thereof or a violation of any applicable law or agreement with any third party, then neither this Agreement nor such Ancillary Agreements shall constitute an assignment or transfer (or an attempted assignment or transfer) thereof until such consent, approval or waiver of such party or parties has been duly obtained; provided that, with respect to the consents, approvals or waivers which Seller is unable to obtain, Seller shall provide to Purchaser the benefits of the applicable Seller Contacts or assets as if they were assigned or transferred to Purchaser. With respect to each Seller Contract whose assignment or transfer to Purchaser requires the consent, approval or waiver of another party thereto or any third party, Seller shall use its commercially reasonable efforts to obtain such consent, approval or waiver of such other party or parties or such third party to such assignment or transfer as promptly as practicable. Purchaser agrees to cooperate with Seller and supply relevant information to such party or parties or such third party in order to assist Seller in its obligations under this Section.

Unassignable Assets. Notwithstanding any other provision of ------------------- this Agreement or any of the Ancillary Agreements, to the extent that any of the Seller Contracts or any other assets constituting part of the Purchased Assets are not assignable or otherwise transferable to Purchaser without the consent, approval or waiver of another party thereto or any third party (including any governmental agency), or if such assignment or transfer would constitute a breach thereof or a violation of any applicable law or agreement with any third party, then neither this Agreement nor such Ancillary Agreements shall constitute an assignment or transfer (or an attempted assignment or transfer) thereof until such consent, approval or waiver of such party or parties has been duly obtained; provided that, with respect to the consents, approvals or waivers which Seller is unable to obtain, Seller shall provide to Purchaser the benefits of the applicable Seller Contacts or assets as if they were assigned or transferred to Purchaser. With respect to each Seller Contract whose assignment or transfer to Purchaser requires the consent, approval or waiver of another party thereto or any third party, Seller shall use its commercially best reasonable efforts to obtain such consent, approval or waiver of such other party or parties or such third party to such assignment or transfer as promptly as practicable. Purchaser agrees to cooperate with Seller and supply relevant information to such party or parties or such third party in order to assist Seller in its obligations under this Section.

Unassignable Assets. Notwithstanding any other provision of ------------------- this Agreement or any of the Ancillary Agreements, to the extent that any of the Seller Contracts or any other assets constituting part of the Purchased Assets are not assignable or otherwise transferable to Purchaser or if any of the Seller Licensed Assets may not be licensed to Purchaser without the consent, approval or waiver of another party thereto or any third party (including any governmental agency), or if such assignment assignment, transfer or transfer license would constitute a breach thereof or a violation of any applicable law or agreement with any third party, then neither this Agreement nor such Ancillary Agreements shall constitute an assignment or transfer (or an attempted assignment or transfer) thereof until such consent, approval or waiver of such party or parties has been duly obtained; provided that, with respect to the consents, approvals or waivers which Seller is unable to obtain, Seller shall provide to Purchaser the benefits of the applicable Seller Contacts or assets as if they were assigned or transferred to Purchaser. With respect to each Seller Contract or Seller Licensed Asset whose assignment assignment, transfer or transfer license to Purchaser requires the consent, approval or waiver of another party thereto or any third party, Seller shall use its commercially best reasonable efforts to obtain such consent, approval or waiver of such other party or parties or such third party to such assignment or transfer as promptly as practicable. Purchaser agrees to cooperate with Seller and supply relevant information to such party or parties or such third party in order to assist Seller in its obligations under this Section.

Unassignable Assets. Notwithstanding any other provision of ------------------- this Agreement or any of the Ancillary Agreements, to the extent that any of the Seller Contracts or any other assets constituting part of the Purchased Assets are not assignable or otherwise transferable to Purchaser without the consent, approval or waiver of another party thereto or any third party (including any governmental agency), or if such assignment or transfer would constitute a breach thereof or a violation of any applicable law or agreement with any third party, then neither this Agreement nor such Ancillary Agreements shall constitute an assignment or transfer (or an attempted assignment or transfer) thereof until such consent, approval or waiver of such party or parties has been duly obtained; provided that, with respect to the consents, approvals or waivers -------- which Seller is unable to obtain, Seller shall provide to Purchaser the benefits of the applicable Seller Contacts or assets as if they were assigned or transferred to Purchaser. With respect to each Seller Contract whose assignment or transfer to Purchaser requires the consent, approval or waiver of another party thereto or any third party, Seller shall use its commercially reasonable efforts to obtain such consent, approval or waiver of such other party or parties or such third party to such assignment or transfer as promptly as practicable. Purchaser agrees to cooperate with Seller and supply relevant information to such party or parties or such third party in order to assist Seller in its obligations under this Section.