Common use of Assignment by Client Clause in Contracts

Assignment by Client. Client shall not assign, novate or transfer, directly or indirectly, or by any power of attorney or otherwise the whole or any part of this Agreement or any of Client’s rights or obligations hereunder without first obtaining Consultant’s prior written consent, which consent shall not be unreasonably withheld, delayed or conditioned; provided, however, that Client shall have the right to freely assign, novate or transfer all or any portion of this Agreement and its rights, obligations and duties hereunder at any time and from time to time without prior notice to or consent of Consultant (1) to an Affiliate; (2) for purposes of providing collateral security in connection with any financing transaction, and (3) to a purchaser of the Project or any portion thereof or interest therein. Except with respect to assignments pursuant to clause (2) above, (1) Client shall cause any permitted assignee, novatee or transferee of Client’s interests in, to or under this Agreement to assume all applicable existing and future obligations of Client to be performed under this Agreement, and (2) upon any permitted assignment, novation or transfer of this Agreement, the assigning, novating or transferring Party shall be, without further action by either Party, released and discharged from all obligations under this Agreement arising after the effective date of such assignment, novation or transfer.