Common use of Consents; Restriction on Assignment Clause in Contracts

Consents; Restriction on Assignment. Anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign any Arch Equity Interest, any Underlying Asset or any claim or right or any benefit arising thereunder or resulting therefrom if such assignment, without the consent of a third party thereto, would constitute a breach or other contravention of such Arch Equity Interest or Underlying Asset or in any way adversely affect the rights of Arch and the Company thereunder. Arch will use its commercially reasonable efforts to obtain the consent of the other parties to any such Arch Equity Interest or Underlying Asset or any claim or right or any benefit arising thereunder for the assignment thereof to the Company, if required, as the Company may request. If such consent is not obtained, or if an attempted assignment thereof would be ineffective or would adversely affect the rights of Arch thereunder so that the Company would not in fact receive all such rights, Arch and the Company will cooperate in a mutually agreeable arrangement under which the Company would obtain the benefits and assume the obligations thereunder in accordance with this Agreement, including sub-contracting, sub-licensing, or sub-leasing to the Company which Arch would enforce for the benefit of the Company, with the Company assuming Arch’s obligations, any and all rights of Arch against a third party thereto. Arch will promptly pay to the Company when received all monies received by Arch under any Arch Equity Interest, Underlying Asset or any claim or right or any benefit arising thereunder. In such event, Arch and the Company shall, to the extent the benefits therefrom and obligations thereunder have not been provided by alternate arrangements satisfactory to the Company and Arch, negotiate in good faith an adjustment in the consideration paid by the Company for the Arch Equity Interests.

Consents; Restriction on Assignment. Anything in this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to assign any Arch Conveyed Equity Interest, any Underlying Asset or any claim or right or any benefit arising thereunder or resulting therefrom if such assignment, without the consent of a third party thereto, would constitute a breach or other contravention of such Arch Conveyed Equity Interest or Underlying Asset or in any way adversely affect the rights of Arch the Contributors and the Company thereunder. Arch The Contributors will use its their commercially reasonable efforts to obtain the consent of the other parties to any such Arch Conveyed Equity Interest or Underlying Asset or any claim or right or any benefit arising thereunder for the assignment thereof to the Company, if required, Company as the Company may request. If such consent is not obtained, or if an attempted assignment thereof would be ineffective or would adversely affect the rights of Arch a Contributor thereunder so that the Company would not in fact receive all such rights, Arch such Contributor and the Company will cooperate in a mutually agreeable arrangement under which the Company would obtain the benefits and assume the obligations thereunder in accordance with this Agreement, including sub-contracting, sub-licensing, or sub-leasing to the Company which Arch such Contributor would enforce for the benefit of the Company, with the Company assuming Archsuch Contributor’s obligations, any and all rights of Arch such Contributor against a third party thereto. Arch Such Contributor will promptly pay to the Company when received all monies received by Arch such Contributor under any Arch Conveyed Equity Interest, Underlying Asset or any claim or right or any benefit arising thereunder. In such event, Arch such Contributor and the Company shall, to the extent the benefits therefrom and obligations thereunder have not been provided by alternate arrangements satisfactory to the Company and Archsuch Contributor, negotiate in good faith an adjustment in the consideration paid by the Company for the Arch Conveyed Equity Interests.