By Receiving Party Clause Samples

By Receiving Party. The Receiving Party may not partially assign this Agreement or the right to receive any one or more, but less than all, of the Services and benefits hereunder to any third party without the prior written consent of the Providing Party, which consent shall not be unreasonably withheld. The Receiving Party shall submit any request for consent to the Providing Party in writing, and such request shall be accompanied by a description of the business of the proposed assignee, a description of the expected Service requirements of that business, audited financial statements of the proposed assignee (including a balance sheet and income statement for each of the preceding three years to the extent available and banking references), and by written confirmation from the proposed assignee that it shall assume all of the obligations and duties of the Receiving Party under this Agreement accruing thereafter with respect to the portion of the Services being assigned, in which event the assignor shall be released from any liability accruing thereafter with respect to such portion of the Services. The Receiving Party acknowledges that the Providing Party, in considering whether to grant or withhold its consent hereunder, shall have the right to consider such factors as the nature and the expected or possible Services requirements of the proposed assignee and the proposed assignee’s financial condition, and that if the Providing Party reasonably deems any of these factors to be unacceptable or incompatible with the continued reliable and safe supply of the Services to the Receiving Party’s Property or the Providing Party’s Property, then the Providing Party’s withholding of the Providing Party’s consent for such reasons shall be reasonable for purposes of this Section 9.2(a), provided however that if the creditworthiness of the proposed assignee is at least as good as the Receiving Party’s then the Providing Party shall be deemed to have accepted the financial condition of the proposed assignee. Any permitted assignment of this Agreement under the foregoing provisions of this Section 9.2(a) will release the Receiving Party from all obligations under this Agreement accruing after the effective date of the assignment. Any attempted assignment by the Receiving Party in contravention of the consent requirements above shall be null and void and of no force or effect. Notwithstanding anything in this Section 9.2(a) to the contrary, the Receiving Party shall have the right to part...
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Related to By Receiving Party

  • Receiving Party The entity receiving the capacity and energy transmitted by the Transmission Provider to Point(s) of Delivery.

  • Disclosing Party Disclosing Party" means the party owning or disclosing the relevant Confidential Information.

  • Receiving Party Personnel The receiving Party will limit access to the Confidential Information of the disclosing Party to those of its employees, attorneys and contractors that have a need to know such information in order for the receiving Party to exercise or perform its rights and obligations under this Agreement (the “Receiving Party Personnel”). The Receiving Party Personnel who have access to any Confidential Information of the disclosing Party will be made aware of the confidentiality provision of this Agreement, and will be required to abide by the terms thereof. Any third party contractors that are given access to Confidential Information of a disclosing Party pursuant to the terms hereof shall be required to sign a written agreement pursuant to which such Receiving Party Personnel agree to be bound by the provisions of this Agreement, which written agreement will expressly state that it is enforceable against such Receiving Party Personnel by the disclosing Party.

  • Third Party Materials The Application may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third- party advertising ("Third-Party Materials"). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties' terms and conditions.

  • Providing Party A Party offering or providing a Service to the other Party under this Agreement.