Common use of Without Prior Consent to Affiliates Clause in Contracts

Without Prior Consent to Affiliates. Buyer may assign this Agreement in its entirety (but not in part), for the remainder of the Term, without Seller’s prior consent, to an Affiliate of Buyer, provided that: (a) unless such Affiliate assignee has an Acceptable Credit Rating, a Guaranty is provided to Seller prior to such novation or assignment; (b) such Affiliate assignee assumes all of the obligations of Buyer under this Agreement commencing as of the date of the novation or assignment by execution of a copy of this Agreement in its own name (countersigned by Seller) or by execution of a binding assignment and assumption agreement which is reasonably acceptable in form and substance to, and enforceable by, Seller; and (c) performance of this Agreement by Seller with such Affiliate assignee would comply with Applicable Laws and all relevant Approvals. Any failure to satisfy the requirements under Sections 21.2.2(a) to (c) shall render such novation or assignment void and unenforceable.

Without Prior Consent to Affiliates. Buyer may assign this Agreement in its entirety (but not in part), for the remainder of the Term, without Seller’s prior consent, to an Affiliate of Buyer, provided that: (a) unless such Affiliate assignee has an Acceptable Credit Rating, a Guaranty is provided to Seller prior to such novation or assignment; (b) such Affiliate assignee assumes all of the obligations of Buyer under this Agreement commencing as of the date of the novation or assignment by execution of a copy of this Agreement in its own name (countersigned by Seller) or by execution of a binding assignment and assumption agreement which is reasonably acceptable in form and substance to, and enforceable by, Seller; and (c) performance of this Agreement by Seller with such Affiliate assignee would comply with Applicable Laws and all relevant Approvals. Any failure to satisfy the requirements under Sections 21.2.2(a‎21.2.2(a) to (c‎(c) shall render such novation or assignment void and unenforceable.

Without Prior Consent to Affiliates. Buyer may novate or assign this Agreement in its entirety (but not in part), for the remainder of the Term, without Seller’s prior consent, to an Affiliate of Buyer, provided that: (a) unless such Affiliate assignee has an Acceptable Credit Rating, a Guaranty is provided to Seller prior to such novation or assignment; (b) such Affiliate assignee assumes all of the obligations of Buyer under this Agreement commencing as of the date of the novation or assignment by execution of a copy of this Agreement in its own name (countersigned by Seller) or by execution of a binding assignment and assumption agreement which is reasonably acceptable in form and substance to, and enforceable by, Seller; and (c) performance of this Agreement by Seller with such Affiliate assignee would comply with Applicable Laws and all relevant Approvals. Any failure to satisfy the requirements under Sections 21.2.2(a‎21.2.2(a) to (c‎(c) shall render such novation or assignment void and unenforceable.