Common use of Certain Assignments Clause in Contracts

Certain Assignments. Any other provision of this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to transfer or assign, or a transfer or assignment of, any claim, contract, lease, Permit, Environmental Permit, commitment, or sales order, or any liability or benefit arising thereunder or resulting therefrom, if an attempt at transfer or assignment thereof without the consent required or necessary for such assignment would constitute a breach thereof or in any way adversely affect the rights of Purchaser or Seller thereunder. If such a consent or agreement to transfer or assign is not obtained for any reason, Purchaser and Seller shall cooperate in any arrangement Purchaser may reasonably request to provide for Purchaser the benefits under such claim, contract, lease, Permit, Environmental Permit, commitment or order.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Rosecap Inc/Ny), Asset Purchase Agreement (Westbury Metals Group Inc), Asset Purchase Agreement (Westbury Metals Group Inc)

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Certain Assignments. Any other provision of this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to transfer or assign, or a transfer or assignment of, any claim, contract, lease, Permit, Environmental Permit, commitment, sales order or sales purchase order, or any liability or benefit arising thereunder or resulting therefrom, if an attempt at transfer or assignment thereof without the consent required or necessary for such assignment assignment, would constitute a breach thereof or in any way adversely affect the rights of Purchaser or Seller thereunder. If such a consent or agreement to transfer or assign is not obtained for any reason, Purchaser and Seller shall cooperate in any arrangement Purchaser may reasonably request to provide for Purchaser the benefits under such claim, contract, lease, Permit, Environmental Permit, commitment or order.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Players International Inc /Nv/), Asset Purchase Agreement (Players International Inc /Nv/)

Certain Assignments. Any other provision of this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to transfer or assign, or a transfer or assignment of, any claim, contract, lease, Permit, Environmental Permit, commitment, or sales order, or any liability or benefit arising thereunder or resulting therefrom, if an attempt at transfer or assignment thereof without the consent required or necessary for such assignment would constitute a breach thereof or in any way adversely affect the rights of Purchaser or Seller thereunder. If such a consent or agreement to transfer or assign is not obtained for any reason, Purchaser and Seller shall cooperate in any arrangement Purchaser may reasonably request to provide for Purchaser the benefits under such claim, contract, lease, Permit, Environmental Permit, commitment or order; but the failure to obtain any such consent shall not be deemed to be a breach of any representation or warranty or covenant or agreement under this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Garden State Newspapers Inc), Asset Purchase Agreement (Garden State Newspapers Inc)

Certain Assignments. Any other provision of this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to transfer or assign, or a transfer or assignment of, any claim, contract, lease, Permit, Environmental Permit, commitment, sales order or sales purchase order, or any liability or benefit arising thereunder or resulting therefrom, if an attempt at transfer or assignment thereof without the consent required or necessary for such assignment assignment, would constitute a breach thereof or in any way adversely affect the rights of Purchaser or Seller thereunder. If such a consent or agreement to transfer or assign is not obtained for any reason, Purchaser and Seller shall cooperate in any arrangement Purchaser may reasonably request mutually agreed in writing to provide for Purchaser the benefits under such claim, contract, lease, Permit, Environmental Permit, commitment or order.

Appears in 1 contract

Samples: Inventory Purchase Agreement (Watson Pharmaceuticals Inc)

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Certain Assignments. Any other provision of this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to transfer or assign, or a transfer or assignment of, any claim, contract, lease, Permit, Environmental Permit, commitment, sales order or sales purchase order, or any liability or benefit arising thereunder or resulting therefrom, if an attempt at transfer or assignment thereof without the consent required or necessary for such assignment assignment, would constitute a breach thereof or in any way adversely affect the rights of Purchaser Buyer or Seller thereunder. If such a consent or agreement to transfer or assign is not obtained for any reason, Purchaser Buyer and Seller shall cooperate in any arrangement Purchaser Buyer may reasonably request to provide for Purchaser Buyer the benefits under such claim, contract, lease, Permit, Environmental Permit, commitment or order.

Appears in 1 contract

Samples: Asset Purchase Agreement (Players International Inc /Nv/)

Certain Assignments. Any other provision of this Agreement to the contrary notwithstanding, this Agreement shall not constitute an agreement to transfer or assign, or a transfer or assignment of, any claim, contract, lease, Permit, Environmental Permitpermit, commitment, or sales order, or any liability or benefit arising thereunder or resulting therefrom, if an attempt at transfer or assignment thereof without the consent required or necessary for such assignment would constitute a breach thereof or in any way adversely affect the rights of Purchaser or Seller Sellers thereunder. If such a consent or agreement to transfer or assign is not obtained for any reason, Purchaser and Seller Sellers shall cooperate in any arrangement Purchaser may reasonably request to provide for Purchaser the benefits under such claim, contract, lease, Permit, Environmental Permitpermit, commitment or order.; but the failure to obtain any such consent shall not be deemed to be a breach of any representation or warranty or covenant or agreement under this Agreement. Table of Contents

Appears in 1 contract

Samples: Stock Purchase Agreement (Medianews Group Inc)

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