Assignment of Third Party Contracts Clause Samples

Assignment of Third Party Contracts. 5.6.1. Wyeth has delivered or shall deliver promptly after [*] to Progenics copies of all agreements related to the Development, manufacture and/or Commercialization of the Compound and/or the Products (“Third Party Contracts”), subject to provisions in any such Contracts regarding the confidentiality thereof, and has, to the extent consistent with such provisions, fully informed or will inform Progenics as to the subject matter thereof. A list of Third Party Contracts is set forth on Exhibit G1. 5.6.2. Wyeth shall use its reasonable efforts to assign and delegate to Progenics and/or its Commercial Partner(s) all of Wyeth’s rights and obligations under those Third Party Contracts identified as being a Selected Third Party Contract on Exhibit G2 (the “ Selected Third Party Contracts”). Each Selected Third Party Contract shall be assigned to Progenics and/or its Commercial Partner(s) on or about the assignment effective date set forth on Exhibit G2 with respect to such contract, subject to obtaining, if necessary, the consent of the Third Party to such assignment. Wyeth and Progenics shall use their respective reasonable efforts to obtain the consent of such Third Party(ies) to the assignment of any such Selected Third Party Contracts. In connection with obtaining such consents, Progenics will cooperate with Wyeth in [*]. The Parties shall commence, if necessary, discussions with all counterparties to the Selected Third Party Contracts promptly following [*] in order to effectuate terms of this Section 5.6 as promptly as practicable. The Parties shall each cooperate with one another to, as promptly as practicable, prepare all necessary documentation to obtain all necessary consents for such Selected Third Party Contracts necessary to consummate the transactions contemplated by this Termination Agreement or otherwise reasonably required in connection therewith. Wyeth shall [*] the assignment of any Selected Third Party Contract. 12221462_5.DOC 5.6.3. To the extent that any Selected Third Party Contract is not assignable without the consent of the counterparty to such Selected Third Party Contract and [*], the performance obligations of Wyeth thereunder shall, unless not permitted by such Selected Third Party Contract, be deemed to be subcontracted to Progenics and/or its Commercial Partner(s) until such Selected Third Party Contract has been effectively assigned [*]. If any such consent to assignment [*] cannot be timely obtained, (a) Wyeth shall waive any ex...
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Assignment of Third Party Contracts. Company and its designee shall have the option exercisable on a contract-by-contract basis to assume contracts for any Services provided by third parties to Vendor and used primarily by Vendor to provide the Services to Company (and no other Vendor customer). In the case of other third party contracts used by Vendor to provide the Services to Company, Vendor shall use commercially reasonable efforts to arrange for the provision to Company of the Services by the third party under terms at least as favorable as those set forth in such third party contract.
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Assignment of Third Party Contracts. Upon the Services Agreement Commencement Date, Vendor will assume operational and financial responsibility for the Third Party Contracts set forth on Schedule F (collectively, the “Assigned Agreements”), provided, however, that, except as otherwise licensed to Vendor under this Services Agreement, such assignment shall not include any assignment or transfer of any rights, title or interest in, to or under Resources acquired, obtained, made, created, built, constructed or developed under such Assigned Agreements prior to the date of such assignment and, as between the Parties, TXUED hereby expressly reserves and retains such rights. Subject to TXUED obtaining any TXUED Required Consents, the Assigned Agreements will be novated or assigned to Vendor. TXUED AND VENDOR CONFIDENTIAL NYDB01 17368821.15 24-Jun-06 19:23
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Assignment of Third Party Contracts 
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Related to Assignment of Third Party Contracts

  • Third Party Contracts From the Effective Date through and including the Closing Date, Seller agrees to enter into only those third-party contracts which are necessary to carry out its obligations under Section 5.2, which shall be on market terms and cancellable on thirty (30) days written notice or less, without payment of any fee or penalty. Copies of all such contracts so entered into by Seller shall be promptly provided by Seller to Purchaser.

  • Third Party Agreements To use our Services you may need to enter into agreements with other service providers which we call “Third Party Service Providers”. For example, if you use our Services via our mobile app, you may need to enter into an agreement with your mobile device manufacturer and network operator. You agree to comply with the terms of the agreements you enter into with Third Party Service Providers and which are related to your use of our Services.

  • THE CONTRACTS (RIGHTS OF THIRD PARTIES ACT 1999

  • SUBCONTRACTS - ASSIGNMENT Contractor shall not subcontract or assign this Agreement, or any part thereof, or interest therein, directly or indirectly, voluntarily or involuntarily, to any person without obtaining the prior written consent by County. Contractor remains legally responsible for the performance of all contract terms including work performed by third parties under subcontracts. Any subcontracting will be subject to all applicable provisions of this Agreement. Contractor shall be held responsible by County for the performance of any subcontractor whether approved by County or not. Contractor hereby assigns to the County all rights, title, and interest in and to all causes of action it may have under Section 4 of the ▇▇▇▇▇▇▇ Act (15 U.S.C. Sec. 15) or under the ▇▇▇▇▇▇▇▇▇▇ Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from the purchase if goods, materials, or services by the Contractor for sale to the County pursuant to this Agreement.

  • Contracts (Rights of Third Parties ACT 1999