Common use of Assignability of Certain Contracts, Etc Clause in Contracts

Assignability of Certain Contracts, Etc. To the extent that the assignment to the Purchaser of any Assigned Contract pursuant to this Agreement is not permitted without the consent of a third party and such restriction cannot be effectively overridden or canceled by the Sale Order or other related order of the Bankruptcy Court, then, subject to the Sellers providing Purchaser prompt and reasonably detailed notice of any such circumstance, this Agreement will not be deemed to constitute an assignment of or an undertaking or attempt to assign such Assigned Contract or any right or interest therein unless and until such consent is obtained; provided, however, that the parties hereto will use their commercially reasonable efforts (which, for the avoidance of doubt, shall not include any obligation to incur any cost or expense, except in the case of the Sellers, to the extent that Purchaser agrees to reimburse Sellers on or after the Closing Date, on terms and conditions reasonably acceptable to Sellers, for such costs and expenses) before the Closing, to obtain all such consents; provided, further, that if any such consents are not obtained prior to the Closing Date, Sellers and the Purchaser will reasonably cooperate with each other in any lawful and feasible arrangement designed to provide, at Purchaser’s request, the Purchaser (such arrangement to be at the sole cost and expense of the Purchaser) with the benefits and obligations of any such Assigned Contract after the Closing and the Purchaser shall be responsible for performing all obligations under such Assigned Contract required to be performed by Sellers on or after the Closing Date to the extent that if such Assigned Contract were assumed by the Purchaser as of the Closing Date the obligations thereunder would have constituted an Assumed Liability.

Assignability of Certain Contracts, Etc. To the extent that the assignment to the Purchaser of any Assigned Contract pursuant to this Agreement is not permitted without the consent of a third party and such restriction cannot be effectively overridden or canceled by the Sale Order or other related order of the Bankruptcy Court, then, subject to the Sellers providing Purchaser prompt and reasonably detailed notice of any such circumstance, then this Agreement will not be deemed to constitute an assignment of or an undertaking or attempt to assign such Assigned Contract or any right or interest therein unless and until such consent is obtained; provided, however, that the parties hereto will use their commercially reasonable efforts (whichefforts, for the avoidance of doubt, shall not include any obligation to incur any cost or expense, except in the case of the Sellers, to the extent that Purchaser agrees to reimburse Sellers on or after the Closing Date, on terms and conditions reasonably acceptable to Sellers, for such costs and expenses) before the Closing, to obtain all such consents; provided, further, that if any such consents are not obtained prior to the Closing Date, Sellers and the Purchaser will reasonably cooperate with each other in any lawful and feasible arrangement designed to provide, at Purchaser’s request, provide the Purchaser (such arrangement to be at the sole cost and expense of the Purchaser) with the benefits and obligations of any such Assigned Contract after the Closing and the Purchaser shall be responsible for performing all obligations under such Assigned Contract required to be performed by Sellers on or after the Closing Date to the extent that if such Assigned Contract were assumed by the Purchaser as of the Closing Date the obligations thereunder would have constituted an Assumed Liability.

Assignability of Certain Contracts, Etc. To the extent that the assignment to the Purchaser of any Assigned Contract or assumed permit (“Assumed Permit”) pursuant to this Agreement is not permitted without the consent of a third party and such restriction cannot be effectively overridden or canceled by the Sale Order or other related order of the Bankruptcy Court, then, subject to the Sellers providing Purchaser prompt and reasonably detailed notice of any such circumstance, then this Agreement will not be deemed to constitute an assignment of or an undertaking or attempt to assign such Assigned Contract or Assumed Permit, as applicable, or any right or interest therein unless and until such consent is obtained; provided, however, that the parties hereto will use their commercially reasonable efforts (whichefforts, for the avoidance of doubt, shall not include any obligation to incur any cost or expense, except in the case of the Sellers, to the extent that Purchaser agrees to reimburse Sellers on or after the Closing Date, on terms and conditions reasonably acceptable to Sellers, for such costs and expenses) before the Closing, to obtain all such consents; provided, further, that if any such consents are not obtained prior to the Closing Date, Sellers Seller and the Purchaser will reasonably cooperate with each other in any lawful and feasible arrangement designed to provide, at Purchaser’s request, provide the Purchaser (such arrangement to be at the sole cost and expense of the Purchaser) with the benefits and obligations of any such Assigned Contract after the Closing and the Purchaser shall be responsible for performing all obligations under such Assigned Contract required to be performed by Sellers Seller on or after the Closing Date to the extent that if such Assigned Contract were assumed by the Purchaser as of the Closing Date the obligations thereunder would have constituted an Assumed Liabilityset forth in this Agreement.

Assignability of Certain Contracts, Etc. To the extent that the assignment to the Purchaser of any Assigned Contract pursuant to this Agreement is not permitted without the consent of a third party and such restriction cannot be effectively overridden or canceled by the Sale Order or other related order of the Bankruptcy Court, then, subject to the Sellers providing Purchaser prompt and reasonably detailed notice of any such circumstance, then this Agreement will not be deemed to constitute an assignment of or an undertaking or attempt to assign such Assigned Contract or any right or interest therein unless and until such consent is obtained; provided, however, that the parties hereto will use their commercially reasonable efforts (whichefforts, for the avoidance of doubt, shall not include any obligation to incur any cost or expense, except in the case of the Sellers, to the extent that Purchaser agrees to reimburse Sellers on or after the Closing Date, on terms and conditions reasonably acceptable to Sellers, for such costs and expenses) before the Closing, to obtain all such consents; provided, further, that if any such consents are not obtained prior to the Closing Date, the Sellers and the Purchaser will reasonably cooperate with each other in any lawful and feasible arrangement designed to provide, at Purchaser’s request, provide the Purchaser (such arrangement to be at the sole cost and expense of the Purchaser) with the benefits and obligations of any such Assigned Contract after the Closing and the Purchaser shall be responsible for performing all obligations under such Assigned Contract required to be performed by the Sellers on or after the Closing Date to the extent that if such Assigned Contract were assumed by the Purchaser as of the Closing Date the obligations thereunder would have constituted an Assumed Liability.