Assignment by Operator. Except as expressly provided in this Section 22.1, Operator shall not cause, permit or suffer an assignment of this Agreement without the prior written consent of Owner. Any assignment by Operator in violation of the terms of this Section 22.1 shall be void and of no force or effect as between the parties. Notwithstanding the foregoing, so long as no Operator Event of Default has occurred and is continuing Operator shall have the right, without Owner’s consent, to effect an assignment to (i) an Affiliate of Operator in connection with a corporate restructuring, consolidation, or reorganization in which all or substantially all of the business and assets of the hotel management operations of Operator are transferred to such Affiliate, or (ii) any person that acquires, whether by merger, stock sale, consolidation, reorganization or purchase of assets or ownership interests, all or substantially all of the business and assets of the hotel management operations of Operator relating to the System Hotels. In the event of such assignment, the assignee shall assume and agree to be bound by all of the terms and provisions of this Agreement. Notwithstanding anything herein to the contrary, Operator may, without Owner’s consent, assign or grant security interests in or to its right to receive Services Fees hereunder as security for any monetary obligations of Operator or its Affiliates.
Appears in 2 contracts
Sources: Share Exchange Implementation Agreement, Share Exchange Implementation Agreement (Playa Hotels & Resorts N.V.)