Common use of Unassignable Contracts Clause in Contracts

Unassignable Contracts. If any rights, benefits or remedies (the "Rights") under any Assumed Contracts are not assignable by the Vendor to the Purchaser without the written consent of the other party thereto (the "Third Party") and such consent is not obtained, then, unless the Purchaser exercises its rights under Section 6.2, 2.2.1. the Vendor will hold the Rights for the benefit of the Purchaser, 2.2.2. the Vendor will, at the request and expense and under the direction of the Purchaser, in the name of the Vendor or otherwise as the Purchaser shall specify, take all such actions and do all such things as shall, in the opinion of the Purchaser, be necessary or desirable in order that the obligations of the Vendor under such Assumed Contracts may be performed in a manner such that the value of the Rights shall be preserved and shall enure to the benefit of the Purchaser and such that all moneys receivable under the Assumed Contracts may be received by the Purchaser, 2.2.3. the Vendor will promptly pay over to the Purchaser all such moneys collected by the Vendor in respect of such Assumed Contracts, and 2.2.4. to the extent permitted by the Third Party and provided, in the Purchaser's opinion, it would not be prejudicial to the Purchaser's rights to do so, the Purchaser will perform the obligations under such Assumed Contracts on behalf of the Vendor, and will indemnify the Vendor against all liabilities, costs and expenses incurred by the Vendor in performing such obligations.

Unassignable Contracts. If any rights, benefits or remedies (hereinafter, in this section, collectively called the "RightsRIGHTS") under any Assumed Material Contracts are not assignable by the Vendor Seller to the Purchaser Buyer without the written consent of the other party thereto (hereinafter, in this section, called the "Third PartyTHIRD PARTY") the Seller hereby covenants to use its reasonable efforts to obtain such consents prior to the Closing Time and until such consents are obtained or if any such consent is not obtained, then, unless the Purchaser Buyer exercises its rights under Section 6.2,4.3 hereof: 2.2.1. (a) the Vendor Seller will hold the Rights for the benefit of the Purchaser,Buyer; 2.2.2. (b) the Vendor Seller will, at the request and expense and under the direction of the PurchaserBuyer, in the name of the Vendor Seller or otherwise as the Purchaser Buyer shall specify, take all such actions and do all such things as shall, in the opinion of the PurchaserBuyer, acting reasonably, be necessary or desirable in order that the obligations of the Vendor Seller under such Assumed Material Contracts may be performed in a manner such that the value of the Rights shall be preserved and shall enure to the benefit of the Purchaser Buyer and such that all moneys monies receivable under the Assumed Material Contracts may be received by the Purchaser,Buyer; 2.2.3. (c) the Vendor Seller will promptly pay over to the Purchaser Buyer all such moneys monies collected by the Vendor Seller in respect of such Assumed Material Contracts, ; and 2.2.4. (d) to the extent permitted by the Third Party and provided, in the PurchaserBuyer's opinion, acting reasonably, it would not be prejudicial to the PurchaserBuyer's rights to do so, the Purchaser Buyer will perform the obligations under such Assumed Material Contracts on behalf of the VendorSeller, and will indemnify the Vendor Seller against all liabilities, costs and expenses incurred by the Vendor Seller in performing such obligationsobligations under this section from the Closing Time.

Unassignable Contracts. If any rights, benefits or remedies (the "“Rights"”) under any Assumed Contracts Agreements are not assignable by the Vendor to the Purchaser without the written consent of the other party thereto (the "“Third Party"”) and such consent is not obtained, then, unless for a period of 90 days following the Purchaser exercises its rights under Section 6.2,Closing Date: 2.2.1. (a) the Vendor will hold the Rights for the benefit of the Purchaser, 2.2.2. (b) the Vendor will, at the request and expense and under the direction of the Purchaser, in the name of the Vendor or otherwise as the Purchaser shall specify, take all such reasonable actions and do all such things as shall, in the opinion of the Purchaser, be necessary or desirable in order that the obligations of the Vendor under such Assumed Contracts Agreements may be performed in a manner such that the value of the Rights shall be preserved and shall enure to the benefit of the Purchaser and such that all moneys receivable under the such Assumed Contracts Agreements may be received by the Purchaser,, and 2.2.3. (c) the Vendor will promptly pay over to the Purchaser all such moneys collected by the Vendor in respect of such Assumed ContractsAgreements, and 2.2.4. subject to the extent permitted by the Third Party Purchaser assuming all liabilities and provided, in the Purchaser's opinion, it would not be prejudicial expenses related to the Purchaser's rights to do so, the Purchaser will perform the obligations under such Assumed Contracts on behalf Agreements as of the Vendor, and will indemnify the Vendor against all liabilities, costs and expenses incurred by the Vendor in performing such obligationsClosing Date.

Unassignable Contracts. If any rights, benefits or remedies (hereinafter, in this section, collectively called the "RightsRIGHTS") under any Assumed Contracts are not assignable by the Vendor to the Purchaser without the written consent of the other party thereto (hereinafter, in this section, called the "Third PartyTHIRD PARTY") the Vendor hereby covenants to use its reasonable efforts at the expense of the Purchaser to obtain such consents prior to the Closing Time and until such consents are obtained or if any such consent is not obtained, then, unless the Purchaser exercises its rights under Section 6.26.02 hereof, 2.2.1. (a) the Vendor will hold the Rights for the benefit of the Purchaser, 2.2.2. (b) the Vendor will, at the request and expense and under the direction of the Purchaser, in the name of the Vendor or otherwise as the Purchaser shall specify, take all such actions and do all such things as shall, in the opinion of the Purchaser, acting reasonably, be necessary or desirable in order that the obligations of the Vendor under such Assumed Contracts may be performed in a manner such that the value of the Rights shall be preserved and shall enure to the benefit of the Purchaser and such that all moneys monies receivable under the Assumed Contracts may be received by the Purchaser, 2.2.3. (c) the Vendor will promptly pay over to the Purchaser all such moneys monies collected by the Vendor in respect of such Assumed Contracts, and 2.2.4. (d) to the extent permitted by the Third Party and provided, in the Purchaser's opinion, acting reasonably, it would not be prejudicial to the Purchaser's rights to do so, the Purchaser will perform the obligations under such Assumed Contracts on behalf of the Vendor, and will indemnify the Vendor against all liabilities, costs and expenses incurred by the Vendor in performing such obligationsobligations under this section from the Closing Time.

Unassignable Contracts. If any rights, benefits or remedies (collectively, the "Rights") under any Assumed Contracts to be assigned to the Purchaser hereunder are not assignable by the Vendor Seller to the Purchaser without the written consent of the other party or parties thereto (the "Third Party") and such consent is not obtainedobtained on or before the Time of Closing, then, unless upon request of the Purchaser exercises its rights under Section 6.2,at any time or times after the Closing Date: 2.2.1. (a) the Vendor will Seller shall hold the Rights for the benefit of the Purchaser,; 2.2.2. (b) the Vendor Seller will, at the request and expense and under the direction of the Purchaser, in the name of the Vendor Seller or otherwise as the Purchaser shall specify, take all such actions and do all such things as shall, in the opinion of the Purchaser, be necessary or desirable in order that the obligations of the Vendor Seller under such Assumed Contracts may be performed in a manner such that the value of the Rights shall be preserved and shall enure inure to the benefit of the Purchaser and such that all moneys receivable under the Assumed such Contracts may be received by the Purchaser,; 2.2.3. (c) the Vendor Seller will promptly pay over to the Purchaser all such moneys collected by the Vendor in respect of such Assumed Contracts, ; and 2.2.4. (d) to the extent permitted by the Third Party other party or parties to such Contracts and provided, in the Purchaser's opinion, that it would not be prejudicial to the Purchaser's rights to do so, the Purchaser will perform the obligations under such Assumed Contracts on behalf of the Vendor, Seller and will indemnify the Vendor Seller against all liabilities, costs and expenses Losses incurred by the Vendor in performing such obligations.

Unassignable Contracts. If any rights, benefits or remedies (the "Rights") under any Assumed Contracts Assigned Agreements are not assignable by the Vendor to the Purchaser without the written consent of the other party thereto (the "Third Party") and such consent is not obtained, and provided that the Purchaser, acting reasonably, agrees to close without receiving such consent, then, unless for a period of 1 year following the Purchaser exercises its rights under Section 6.2,Closing Date: 2.2.1. (a) the Vendor will hold the Rights for the benefit of the Purchaser, 2.2.2. (b) the Vendor will, at the request and expense and under the direction of the Purchaser, in the name of the Vendor or otherwise as the Purchaser shall specify, take all such reasonable actions and do all such things as shall, in the opinion of the Purchaser, be necessary or desirable in order that the obligations of the Vendor under such Assumed Contracts Assigned Agreements may be performed in a manner such that the value of the Rights shall be preserved and shall enure to the benefit of the Purchaser and such that all moneys receivable under the Assumed Contracts such Assigned Agreements may be received by the Purchaser,, and 2.2.3. (c) the Vendor will promptly pay over to the Purchaser all such moneys collected by the Vendor in respect of such Assumed ContractsAssigned Agreements, and 2.2.4. subject to the extent permitted by the Third Party Purchaser assuming all liabilities and provided, in the Purchaser's opinion, it would not be prejudicial expenses related to the Purchaser's rights to do so, the Purchaser will perform the obligations under such Assumed Contracts on behalf Assigned Agreements as of the Vendor, and will indemnify the Vendor against all liabilities, costs and expenses incurred by the Vendor in performing such obligationsClosing Date.

Unassignable Contracts. If any rights, benefits or remedies (hereinafter, in this section, collectively called the "Rights") under any Assumed Contracts are not assignable by the Vendor to the Purchaser without the written consent of the other party thereto (hereinafter, in this section, called the "Third Party") and such consent is not obtained, then, unless the Purchaser exercises its rights under Section 6.2,section 6.2 hereof: 2.2.1. (1) the Vendor will hold the Rights for the benefit of the Purchaser,; 2.2.2. (2) the Vendor will, at the request and expense and under the direction of the Purchaser, in the name of the Vendor or otherwise as the Purchaser shall specify, take all such actions and do all such things as shall, in the opinion of the Purchaser, be necessary or desirable in order that the obligations of the Vendor under such Assumed Contracts may be performed in a manner such that the value of the Rights shall be preserved and shall enure to the benefit of the Purchaser and such that all moneys receivable under the Assumed Contracts may be received by the Purchaser,; 2.2.3. (3) the Vendor will promptly pay over to the Purchaser all such moneys collected by the Vendor in respect of such Assumed Contracts, ; and 2.2.4. (4) to the extent permitted by the Third Party and provided, in the Purchaser's opinion, it would not be prejudicial to the Purchaser's rights to do so, the Purchaser will perform the obligations under such Assumed Contracts on behalf of the Vendor, and will indemnify the Vendor against all liabilities, costs and expenses incurred by the Vendor in performing such obligations.

Unassignable Contracts. If any rights, benefits or remedies (hereinafter, in this section, collectively called the "Rights") under any Assumed Contracts are not assignable by the Vendor to the Purchaser without the written consent of the other party thereto (hereinafter, in this section, called the "Third Party") and such consent is not obtained, then, unless the Purchaser exercises its rights under Section 6.2,section 6.2 hereof: 2.2.1. (a) the Vendor will hold the Rights for the benefit of the Purchaser,; 2.2.2. (b) the Vendor will, at the request and expense and under the direction of the Purchaser, in the name of the Vendor or otherwise as the Purchaser shall specify, take all such actions and do all such things as shall, in the opinion of the Purchaser, be necessary or desirable in order that the obligations of the Vendor under such Assumed Contracts may be performed in a manner such that the value of the Rights shall be preserved and shall enure to the benefit of the Purchaser and such that all moneys receivable under the Assumed Contracts may be received by the Purchaser,; 2.2.3. (c) the Vendor will promptly pay over to the Purchaser all such moneys collected by the Vendor in respect of such Assumed Contracts, ; and 2.2.4. (d) to the extent permitted by the Third Party and provided, in the Purchaser's opinion, it would not be prejudicial to the Purchaser's rights to do so, the Purchaser will perform the obligations under such Assumed Contracts on behalf of the Vendor, and will indemnify the Vendor against all liabilities, costs and expenses incurred by the Vendor in performing such obligations.

Unassignable Contracts. If any rights, benefits or remedies (hereinafter, in this section, collectively called the "“Rights"”) under any Assumed Contracts are not assignable by the Vendor to the Purchaser without the written consent of the other party thereto hereto (hereinafter, in this section, called the "“Third Party"”) and such consent is not obtained, then, unless the Purchaser exercises its rights right under Section 6.2,section 6.2 hereof: 2.2.1. the (a) The Vendor will hold the Rights right for the benefit of the Purchaser,; 2.2.2. the (b) The Vendor will, at the request and expense and under the direction of the Purchaser, in the name of the Vendor or otherwise as the Purchaser shall specify, take all such actions and do all such things as shall, in the opinion of the Purchaser, be necessary or desirable in order that the obligations of the Vendor under such Assumed Contracts may be performed in a manner such that the value of the Rights shall be preserved and shall enure to the benefit of the Purchaser and such that all moneys receivable payable under the Assumed Contracts may be received paid by the Purchaser,. 2.2.3. the Vendor (c) The Purchaser will promptly pay over to the Purchaser Vendor all such moneys collected paid by the Vendor in respect of such Assumed Contracts, ; and 2.2.4. to (d) To the extent permitted by the Third Party and provided, in the Purchaser's ’s opinion, it would not be prejudicial to the Purchaser's ’s rights to do so, the Purchaser will perform the obligations under such Assumed Contracts on behalf of the Vendor, and will indemnify the Vendor against all liabilities, costs and expenses incurred by the Vendor in performing such obligations.

Unassignable Contracts. If With the exception of those Assumed Contracts listed at Schedule 3.1.4 under the heading “Required Consents” for which consent must be obtained prior to the Closing Time, if any rights, benefits or remedies (in this Section, collectively the "“Rights"”) under any Assumed Contracts Contract are not assignable by the Vendor to the Purchaser without the written consent of the other party thereto (in this section, the "“Third Party"”) and such consent is not obtained, then, unless the Purchaser exercises its rights under Section 6.2,6.2 hereof, for a period of up to one year following the Closing Date: 2.2.1. (a) the Vendor will hold the Rights for the benefit of the Purchaser,; 2.2.2. (b) the Vendor will, at the request and at the sole expense and under the direction of the Purchaser, in the name of the Vendor or otherwise as the Purchaser shall specify, take all such actions and do all such things as shall, in the opinion of the Purchaser, be necessary or desirable in order that the obligations of the Vendor under such Assumed Contracts may be performed by the Purchaser in a manner such that the value of the Rights shall be preserved and shall enure to the benefit of the Purchaser and such that all moneys receivable under the Assumed Contracts may be received by the Purchaser,; 2.2.3. (c) the Vendor will promptly pay over to the Purchaser all such moneys collected by the Vendor in respect of such Assumed Contracts, ; and 2.2.4. (d) to the extent permitted by the Third Party and provided, in the Purchaser's ’s opinion, it would not be prejudicial to the Purchaser's ’s rights to do so, the Purchaser will perform the obligations under such Assumed Contracts on behalf of the Vendor, Vendor and notwithstanding the foregoing or any other matter will indemnify the Vendor against all liabilities, costs and expenses incurred by the Vendor in performing such obligations.