Common use of Assignment of Third Party Agreements Clause in Contracts

Assignment of Third Party Agreements. All Third Party Agreements that can be assigned to the Purchaser without the consent of the respective third parties, or for which consent has been obtained prior to the Closing Date, shall be so assigned pursuant to the terms of this Asset Purchase Agreement on the Closing Date. After the Closing, Novartis shall assign its rights and obligations under any other Third Party Agreements on a date to be agreed after the Closing Date and subject to receipt of consent by the respective third parties. Novartis shall use reasonable efforts in obtaining such consent, however, Novartis cannot guarantee that such consent will be received. In the event consent to the assignment of one or more Third Party Agreements is not obtained, Novartis shall remain as the contracting party under such Third Party Agreements for their duration and Novartis and the Purchaser will cooperate in a mutually agreeable arrangement under which the Purchaser would obtain the benefits and assume the obligations thereunder in accordance with this Asset Purchase Agreement, including sub-contracting, sub-licensing, or sub-leasing to the Purchaser, or under which Novartis would enforce for the benefit of the Purchaser any and all rights of Novartis against a Third Party thereto, with the Purchaser assuming Novartis’ Liabilities (to the extent such Liabilities would have constituted Assumed Liabilities). Novartis will promptly pay to the Purchaser when received all monies received by Novartis under any Third Party Agreement or any claim or right or any benefit arising thereunder.