Common use of Assignment by Manager Clause in Contracts

Assignment by Manager. Except as herein provided, Manager shall not assign its rights and obligations under this Agreement without the approval of Owner. Manager shall have the right, without the consent of Owner, to assign its interest in this Agreement to (i) any Affiliate of Manager having full right, power and authority to provide to Owner all services and organizational expertise which Manager is required to provide hereunder, or (ii) any assignee who also acquires all, or substantially all, of the assets of Manager and assumes its obligations, provided such assignee is financially responsible and capable of performing the duties of Manager hereunder. In such latter event, Manager’s liability hereunder shall terminate upon such assignment, but in the event of such an assignment to an Affiliate of Manager, Manager shall continue to be liable under this Agreement to the same extent as though such assignment had not been made. Manager shall also have the right to assign its rights to receive payments hereunder as security for indebtedness or any other obligation.

Assignment by Manager. Except as herein provided, Manager shall not assign its rights and obligations under this Agreement without the prior written approval of Owner. Manager shall have the right, without the consent of Owner, to delegate its responsibilities and/or assign its interest in this Agreement to (i) any Affiliate of Manager having full right, power and authority to provide to Owner all services and organizational expertise (including applicable trademarks, service marks and Marketing Services) which Manager is required to provide hereunder, or (ii) any assignee who also acquires all, or substantially all, of the assets of Manager and assumes its obligations, provided such assignee is financially responsible and capable of performing the duties of Manager hereunderhereunder and has the right to use any brand or trade name under which the Project is being managed at the time of such assignment. In such latter event, Manager’s 's liability hereunder shall terminate upon any such assignment, but in the event of such an assignment to an Affiliate of Manager, Manager shall continue to be liable under this Agreement to the same extent as though such assignment had not been made. Manager shall also have the right to assign its rights to receive payments hereunder as security for indebtedness or any other obligation; provided, the holder of such security shall not have the right to perform the duties of Manager hereunder or to delegate or assign such duties to any person.