Common use of Assignments and Subcontractors Clause in Contracts

Assignments and Subcontractors. (a) Seller may not assign or delegate any of its rights or obligations under this Agreement without prior written consent from Buyer. In addition, Buyer may terminate this Agreement upon giving at least thirty (30) days written notice to Seller, without any liability to Seller, (i) if Seller sells, or offers to sell, a material portion of its assets, or (ii) if Seller or any parent entity of Seller (A) sells or exchanges, or offers to sell or exchange, or causes to be sold or exchanged, a sufficient amount of its stock or other equity interests that effects a change in the control of Seller or such parent entity, or (B) executes, or otherwise becomes subject to, a voting or other agreement or trust that effects a change in the control of Seller or such parent entity. Buyer may assign its rights and obligations under this Agreement at any time, without Seller’s prior written consent. (b) Seller acknowledges and agrees that it is not permitted to subcontract the performance of any part of the Agreement without the prior written approval of Buyer. If Buyer consents to Seller’s subcontracting of any of Seller’s duties under the Agreement, Seller will ensure that the subcontractor agrees to be bound by all of the terms and conditions of the Agreement, including, without limitation, by ensuring Buyer has access to such subcontractors’ facilities to the extent Buyer has access to Seller’s facilities hereunder. The subcontracting of any work hereunder shall not relieve Seller of its obligations hereunder.

Assignments and Subcontractors. (a) Seller may not assign or delegate any of its rights or obligations under this Agreement without prior written consent from Buyer. In addition, Buyer may terminate this Agreement upon giving at least thirty (30) days written notice to Seller, without any liability to Seller, (i) if Seller sells, or offers to sell, a material portion of its assets, or (ii) if Seller or any parent entity entitiy of Seller (A) sells or exchanges, or offers to sell or exchange, or causes to be sold or exchanged, a sufficient amount of its stock or other equity interests that effects a change in the control of Seller or such parent entity, or (B) executes, or otherwise becomes subject to, a voting or other agreement or trust that effects a change in the control of Seller or such parent entity. Buyer may assign its rights and obligations under this Agreement at any time, without Seller’s prior written consent. (b) Seller acknowledges and agrees that it is not permitted to subcontract the performance of any part of the Agreement without the prior written approval of Buyer. If Buyer consents to Seller’s subcontracting of any of Seller’s duties under the Agreement, Seller will ensure that the subcontractor agrees to be bound by all of the terms and conditions of the Agreement, including, without limitation, by ensuring Buyer has access to such subcontractors’ facilities to the extent Buyer has access to Seller’s facilities hereunder. The subcontracting of any work hereunder shall not relieve Seller of its obligations hereunder.