Common use of Nonassignable Contracts Clause in Contracts

Nonassignable Contracts. Anything in this Agreement to the ----------------------- contrary notwithstanding, this Agreement shall not require Seller to assign (prior to the time, if ever, assignment is otherwise consented to) any claim, contractual obligation, authorization of a Governmental Authority, lease, commitment, sales, service or purchase order, or any claim, right or benefit arising thereunder or resulting therefrom, if the Asset Purchase would be deemed an attempted assignment thereof without the required consent of a third party thereto or Governmental Authority and would constitute a breach thereof or in any way affect the rights of Raytheon Company, Seller or Buyer thereunder. If such consent is not obtained, or if the consummation of the Asset Purchase would affect the rights of Seller thereunder so that Buyer would not in fact receive the benefit of all such rights, Seller shall cooperate with Buyer in any arrangement designed to provide for the benefits thereof to Buyer, including subcontracting, sublicensing or subleasing to Buyer or enforcement for the benefit of Buyer of any and all rights of Seller against a third party thereto or Governmental Authority arising out of the performance, breach or cancellation by such third party or Governmental Authority or otherwise; and any assumption by Buyer of obligations thereunder whether by operation of Law in connection with the Asset Purchase which shall require the consent or approval of any third party shall be made subject to such consent or approval being obtained.

Nonassignable Contracts. Anything in this Agreement to the ----------------------- contrary notwithstanding, this Agreement shall not require Seller constitute an agreement to assign (prior to the time, if ever, assignment is otherwise consented to) any claim, contractual obligation, authorization of a Governmental AuthorityAuthorization, lease, commitment, sales, service or purchase order, or any claim, right or benefit arising thereunder or resulting therefrom, if the Asset Purchase transfer of the Conveyed Assets to Buyer would be deemed an attempted assignment thereof without the required consent of a third third-party thereto or Governmental Authority and would constitute a breach thereof or in any way affect the rights of Raytheon Company, Seller or Buyer thereunder. If such consent is not obtained, or if the consummation transfer of the Asset Purchase Conveyed Assets to Buyer would affect the rights of Seller Buyer thereunder so that Buyer would not in fact receive the benefit of all such rights, Seller shall use its best efforts to cooperate with Buyer in any arrangement designed to provide for the benefits thereof to Buyer, including subcontracting, sublicensing or subleasing to Buyer or enforcement for the benefit of Buyer of any and all rights of Seller against a third third-party thereto or Governmental Authority arising out of the performance, breach or cancellation by such third third-party or Governmental Authority or otherwise; and any assumption by Buyer of obligations thereunder whether by operation of Law or in connection with the Asset Purchase transfer of the Conveyed Assets to Buyer which shall require the consent or approval of any third third-party shall be made subject to such consent or approval being obtained.

Nonassignable Contracts. Anything in this Agreement to the ----------------------- contrary notwithstanding, this Agreement shall not require Seller constitute an agreement to assign (prior to the time, if ever, assignment is otherwise consented to) any claim, contractual obligation, authorization of a Governmental Authority, lease, commitment, sales, service or purchase order, or any claim, right or benefit arising thereunder or resulting therefrom, if the Asset Purchase would be deemed an attempted assignment thereof without the required consent of a third party thereto or Governmental Authority and would constitute a breach thereof or in any way affect the rights of Raytheon Company, Seller or Buyer thereunder. If such consent is not obtained, or if the consummation of the Asset Purchase would affect the rights of Seller thereunder so that Buyer would not in fact receive the benefit of all such rights, Seller, at the Closing, shall assign to Buyer the full benefit of all such rights and grant to Buyer an irrevocable power of attorney to perform Seller’s covenants and obligations and enforce Seller’s rights thereunder in the name of Seller but for the benefit of Buyer. Seller shall use commercially reasonable efforts to obtain such benefits for Buyer and shall cooperate with Buyer in any arrangement designed to provide for the benefits thereof to Buyer, including subcontracting, sublicensing or subleasing to Buyer or enforcement for the benefit of Buyer of any and all rights of Seller against a third party thereto or Governmental Authority arising out of the performance, breach or cancellation by such third party or Governmental Authority or otherwise; and any assumption by Buyer of obligations thereunder whether by operation of Law in connection with the Asset Purchase which shall require the consent or approval of any third party shall be made subject to such consent or approval being obtained.

Nonassignable Contracts. Anything Notwithstanding anything in this Agreement to the ----------------------- contrary notwithstandingcontrary, this Agreement shall not require Seller constitute an agreement to assign (prior to the timeany Contract, if everSubcontract, assignment is otherwise consented to) any claim, contractual obligation, authorization of a Governmental Authority, lease, commitment, sales, service or purchase orderBody, or any claim, right or benefit arising thereunder or resulting therefrom, if the Asset Purchase transfer of any such Contract, Subcontract, claim, authorization of a Governmental Body, or any claim, right or benefit arising thereunder or resulting therefrom, or any other assets under this Agreement would be deemed an attempted assignment thereof without the required consent of a third party thereto or Governmental Authority and would constitute a breach or a claim of breach thereof or in any way affect the rights of Raytheon Company, Seller or Buyer thereunder. If such consent is not obtained, or if the consummation of the Asset Purchase would affect the rights of Seller thereunder so that Buyer would not in fact receive the benefit of all such rights, Seller shall cooperate with Buyer in any arrangement designed to provide for the benefits thereof to Buyer, including subcontracting, sublicensing or subleasing to Buyer or enforcement for the benefit of Buyer of any and all rights of Seller against a third party thereto or Governmental Authority arising out of the performance, breach or cancellation by such third party or Governmental Authority or otherwise; and any Any assumption by Buyer of obligations thereunder under this Agreement, whether by operation of Law or in connection with the Asset Purchase transfer of assets under this Agreement, which assumption shall require the consent or approval of any third party shall be made subject to such consent or approval being obtained. If any such consent shall not be obtained despite Seller’s and Buyer’s commercially reasonable efforts to procure same, then Seller shall cooperate with Buyer in any reasonable arrangement designed to provide for the Buyer the benefits intended to be transferred to Buyer with respect to the underlying Contract, including, enforcement of such Contract at the cost and for the account of the Buyer of any and all rights of the Seller against any other party to such Contract arising out of the breach, nonfulfillment or cancellation thereof by such other party or otherwise, and subject to the terms and conditions contained herein, Buyer shall assume liability for Seller’s obligations thereunder arising on or after the Closing Date.

Nonassignable Contracts. Anything in this Agreement to the ----------------------- contrary notwithstanding, this Agreement shall not require Seller constitute an agreement to assign (prior to the time, if ever, assignment is otherwise consented to) any claim, contractual obligation, authorization of a Governmental AuthorityAuthorization, lease, commitment, sales, service or purchase order, or any claim, right or benefit arising thereunder or resulting therefrom, if the Asset Stock Purchase or the transfer of the Assets to the Company would be deemed an attempted assignment thereof without the required consent of a third party thereto or Governmental Authority and would constitute a breach thereof or in any way affect the rights of Raytheon CompanyRaytheon, Seller Seller, Buyer or Buyer the Company thereunder. If such consent is not obtained, or if the transfer of the Assets to the Company or consummation of the Asset Stock Purchase would affect the rights of Seller the Company thereunder so that Buyer would not in fact receive the benefit of all such rights, Seller Raytheon shall cooperate with Buyer in any arrangement designed to provide for the benefits thereof to Buyerthe Company, including subcontracting, sublicensing or subleasing to Buyer the Company or enforcement for the benefit of Buyer of any and all rights of Seller the Company against a third party thereto or Governmental Authority arising out of the performance, breach or cancellation by such third party or Governmental Authority or otherwise; and any assumption by Buyer or the Company of obligations thereunder whether by operation of Law in connection with the Asset Stock Purchase or in connection with the transfer of the Assets to the Company which shall require the consent or approval of any third party shall be made subject to such consent or approval being obtained.