Examples of Non-Assignable Contract in a sentence
With respect to any such Non-Assignable Contract as to which the necessary approval or consent for the assignment or transfer to Acquiror is obtained following the IP Assignment Date, SLA shall transfer such Non- Assignable Contract to Acquiror by execution and delivery of an instrument of conveyance reasonably satisfactory to Acquiror within five (5) Business Days following receipt of such approval or consent.
SLA shall not take any action or suffer any omission that could limit, restrict or terminate in any material respect the benefits to Acquiror of such Assumed or Non-Assignable Contract unless, in good faith and after consultation with and prior written notice to Acquiror, SLA is (i) ordered to do so by a Governmental Entity of competent jurisdiction or (ii) otherwise required to do so by Law.
If the Bankruptcy Court, or another court of competent jurisdiction, determines that a contract listed on Schedule 10.1 hereto is unable to be assumed and/or assumed and assigned pursuant to section 365 of the Bankruptcy Code (a “Non-Assignable Contract”), then the Plan shall not constitute any Debtor’s agreement to assign such Non-Assignable Contract if such attempted assignment would be unlawful.
Notwithstanding any provision herein to the contrary, on the Effective Date, the Debtors shall retain all rights to the Non-Assignable Contracts and may use their reasonable best efforts to obtain any consent, approval or amendment, if any, required to novate, assume and/or assume and assign any Non-Assignable Contract.
As between Sellers and Purchaser, Purchaser will be deemed to have assumed Sellers’ performance of obligations for any such Non-Assignable Contract as an Assumed Liability provided Sellers have made the benefits of such Non-Assignable Contract available to Purchaser.