Common use of By BTC Clause in Contracts

By BTC. Each BTC Recipient will have the right in its sole discretion to transfer or assign its rights or obligations under the Service Modules (in whole or in part), this Agreement and any Participation Agreements, upon the provision of prior written notice to State Street, to: (i) any Affiliate of such BTC Recipient so long as the assignee remains an Affiliate of a BTC Recipient; (ii) a purchaser of all or substantially all of the capital stock or assets of a BTC Recipient, provided that such purchaser or entity agrees in writing to be bound by the applicable Service Modules; (iii) a Affiliate of such BTC Master Services Agreement 55 BTC | State Street CONFIDENTIAL Recipient or to an entity with which a BTC Recipient consolidates or merges; or (iv) other members of the BTC group. In such circumstances each such BTC Recipient shall remain primarily liable for its obligations under this Agreement, the Service Modules and the Participation Agreements, as applicable.

By BTC. Each BTC Recipient will have the right in its sole discretion to transfer or assign its rights or obligations under the Service Modules (in whole or in part), this Agreement and any Participation Agreements, upon the provision of prior written notice to State Street, to: (i) any Affiliate of such BTC Recipient so long as the assignee remains an Affiliate of a BTC Recipient; (ii) a purchaser of all or substantially all of the capital stock or assets of a BTC Recipient, provided that such purchaser or entity agrees in writing to be bound by the applicable Service Modules; (iii) a Affiliate of such BTC Master Services Agreement 55 BTC | State Street CONFIDENTIAL Recipient or to an entity with which a BTC Recipient consolidates or merges; or (iv) other members of the BTC group. In such circumstances each such BTC Recipient shall remain primarily liable for its obligations under this Agreement, the Service Modules and the Participation Agreements, as applicable.

By BTC. Each BTC Recipient will have the right in its sole discretion to transfer or assign its rights or obligations under the Service Modules (in whole or in part), this Agreement and any Participation Agreements, upon the provision of prior written notice to State Street, to: (i) any Affiliate of such BTC Recipient so long as the assignee remains an Affiliate of a BTC Recipient; (ii) a purchaser of all or substantially all of the capital stock or assets of a BTC Recipient, provided that such purchaser or entity agrees in writing to be bound by the applicable Service Modules; (iii) a Affiliate of such BTC Master Services Agreement 55 BTC | State Street CONFIDENTIAL Recipient or to an entity with which a BTC Recipient consolidates or merges; or (iv) other members of the BTC group. In such circumstances each such BTC Recipient shall remain primarily liable for its obligations under this Agreement, the Service Modules and the Participation Agreements, as applicable.

By BTC. Each BTC Recipient will have the right in its sole discretion to transfer or assign its rights or obligations under the Service Modules (in whole or in part), this Agreement and any Participation Agreements, upon the provision of prior written notice to State Street, to: (i) any Affiliate of such BTC Recipient so long as the assignee remains an Affiliate of a BTC Recipient; (ii) a purchaser of all or substantially all of the capital stock or assets of a BTC Recipient, provided that such purchaser or entity agrees in writing to be bound by the applicable Service Modules; (iii) a Affiliate of such BTC Master Services Agreement 55 BTC | State Street CONFIDENTIAL Recipient or to an entity with which a BTC Recipient consolidates or merges; or (iv) other members of the BTC group. In such circumstances each such BTC Recipient shall remain primarily liable for its obligations under this Agreement, the Service Modules and the Participation Agreements, as applicable.. Master Services Agreement 55 BTC | State Street CONFIDENTIAL