Common use of Nonassignable Contracts Clause in Contracts

Nonassignable Contracts. (a) To the extent that the assignment by Seller of any sales order, purchase order, lease or other contract included in the Assumed Liabilities or Purchased Assets is not permitted without (i) the consent of the other party to the contract, (ii) the approval of Buyer as a source of the products or services called for by such contract or (iii) the approval of Buyer as a lessee, then this Agreement shall not be deemed to constitute an assignment or an attempted assignment of the same, if such assignment or attempted assignment would constitute a breach thereof. However, unless otherwise agreed as to any particular contract or order (or class thereof), Seller shall use its best efforts to obtain any and all such consents, approvals and novations before and after Closing. (b) If any necessary consent, approval or novation is not obtained, Seller shall cooperate with Buyer in any reasonable arrangement designed to provide Buyer with all of the benefits under such contract, lease or order as if such consent, approval or novation had been obtained, including subleases from Seller and, undertakings by Buyer of the work necessary to complete contracts as the agent of Seller with the understanding that Seller shall then invoice the customer for services rendered and promptly remit the amount of the receivable to Buyer. Nothing herein shall excuse Seller from responsibility for any of their representations and warranties or covenants hereunder.

Nonassignable Contracts. (a) To Notwithstanding anything to the contrary herein, to the extent that the assignment hereunder by either Seller to Buyer of any sales order, purchase order, lease Assumed Contract is not permitted or other contract included in the Assumed Liabilities or Purchased Assets is not permitted without (i) the consent of the any other party to the contractsuch Assumed Contract, (ii) the approval of Buyer as a source of the products or services called for by such contract or (iii) the approval of Buyer as a lessee, then this Agreement shall not be deemed to constitute an assignment of any such Assumed Contract if such consent is not given or an attempted assignment of the same, if such assignment or attempted assignment otherwise would constitute a breach thereofof, or cause a loss of contractual benefits under, any such Assumed Contract, and Buyer shall assume no obligations or liabilities under any such Assumed Contract. However, unless otherwise agreed as The Sellers shall advise Buyer in writing on the date hereof with respect to any particular contract Assumed Contract which either Seller knows or order (has substantial reason to believe will or class thereof), Seller shall use its best efforts may not be subject to assignment to Buyer hereunder at the Closing. Without in any way limiting the Sellers’ obligation to obtain all consents and waivers necessary for the sale, transfer, assignment and delivery of the Assumed Contracts and the Purchased Assets to Buyer hereunder, if any and all such consents, approvals and novations before and after Closing. (b) If any necessary consent, approval or novation consent is not obtainedobtained or if such assignment is not permitted irrespective of consent and if the Closing shall occur, Seller the Sellers shall cooperate with Buyer following the Closing Date in any reasonable arrangement designed to provide Buyer with the rights and benefits (subject to the obligations) under any such Assumed Contract, including enforcement for the benefit of Buyer (at Buyer’s cost) of any and all rights of the benefits under Sellers against any other party arising out of any breach or cancellation of any such contract, lease or order as if Assumed Contract by such consent, approval or novation had been obtained, including subleases from Seller other party and, undertakings if requested by Buyer, acting as an agent on behalf of Buyer of the work necessary to complete contracts or as the agent of Seller with the understanding that Seller Buyer shall then invoice the customer for services rendered and promptly remit the amount of the receivable to Buyer. Nothing herein shall excuse Seller from responsibility for any of their representations and warranties or covenants hereunderotherwise reasonably require.

Nonassignable Contracts. (a) To the extent that the assignment by Seller of any sales order, purchase order, lease or other contract Purchased Contract included in the Assumed Liabilities or Purchased Assets is not permitted without (i) the consent of the other party to the contractPurchased Contract, (ii) the approval of Buyer as a source of the products or services called for by such contract the Purchased Contract or (iii) the approval of Buyer as a lessee, then this Agreement shall not be deemed to constitute an assignment or an attempted assignment of the same, if such assignment or attempted assignment would constitute a breach thereof. However, unless otherwise agreed as to any particular contract or order (or class thereof)Purchased Contract, Seller shall use its best efforts to obtain any and all such consents, approvals and novations before before, if unable to do so prior to Closing, and after Closing. (b) If any necessary consent, approval or novation is not obtained, Seller shall cooperate with Buyer in any reasonable arrangement designed to provide Buyer with all of the benefits and obligations under such contractPurchased Contract, lease or order as if such consent, approval or novation had been obtained, including subleases from Seller and, undertakings by Buyer of the work necessary to complete contracts as the agent of Seller with the understanding that Seller shall then invoice the customer for services rendered and promptly remit the amount of the receivable to Buyer. Nothing herein shall excuse Seller from responsibility for any of their its representations and warranties or covenants hereunder.

Nonassignable Contracts. (a) To the extent that the assignment by Seller of any sales order, statement of work, purchase order, lease or lease, other contract agreement included in the Assumed Liabilities or Purchased Assets Assets, including the Assumed Contracts, is not permitted without (i) the consent of the other party to the contract, (ii) the approval of Buyer as a source of the products or services called for by such contract or (iii) the approval of Buyer as a lesseeis otherwise prohibited by applicable Law, then this Agreement shall not be deemed to constitute an assignment or an attempted assignment of the same, if such assignment or attempted assignment would constitute a breach thereof. However, unless otherwise agreed as to any particular contract or order (or class thereof), Seller shall use its reasonable best efforts to obtain any and all such consents, approvals and novations before and after Closing. (b) If any necessary consent, approval or novation is not obtained, Seller shall cooperate with Buyer in any reasonable arrangement designed to provide Buyer with all of the benefits under such contract, lease or order as if such consent, approval or novation had been obtained, including subleases from Seller and, undertakings by Buyer of the work necessary to complete contracts as the agent of Seller with the understanding that Seller shall then invoice the customer for services rendered and promptly remit the amount of the receivable any amounts actually received to Buyer. Nothing herein shall excuse Seller from responsibility for any of their representations and warranties or covenants hereunder.

Nonassignable Contracts. (a) To the extent that the assignment by Seller Sellers of any sales order, purchase order, lease or other contract included in the Assumed Liabilities or Purchased Assets is not permitted without (i) the consent of the other party to the contract, (ii) the approval of Buyer Buyers as a source of the products or services called for by such contract or (iii) the approval of Buyer Buyers as a lessee, then this Agreement shall not be deemed to constitute an assignment or an attempted assignment of the same, if such assignment or attempted assignment would constitute a breach thereof. However, unless otherwise agreed as to any particular contract or order (or class thereof), Seller Sellers shall use its best their commercially reasonable efforts to obtain any and all such consents, approvals and novations before and after Closing. (b) If any necessary consent, approval or novation is not obtained, Seller Sellers shall cooperate with Buyer Buyers in any reasonable arrangement designed to provide Buyer Buyers with all of the benefits under such contract, lease or order as if such consent, approval or novation had been obtained, including subleases from Seller Sellers and, undertakings by Buyer Buyers of the work necessary to complete contracts as the agent of Seller Sellers with the understanding that Seller Sellers shall then invoice the customer for services rendered and promptly remit the amount of the receivable to BuyerBuyers. Nothing herein shall excuse Seller any of Sellers or any of their respective Stockholders from responsibility for any of their representations and warranties or covenants hereunder.