SUB-CONTRACTING AND CHANGE IN CONTROL Sample Clauses

SUB-CONTRACTING AND CHANGE IN CONTROL. 11.1 The Welsh Ministers may transfer, assign, novate, dispose or sub-contract the whole or any part of this Framework Agreement to another contracting authority constituted or authorised to discharge the functions and/or responsibilities of the Welsh Ministers. The Welsh Ministers shall be entitled to disclose to any successor, assignee, transferee or any other person or body entitled to the benefit of this Framework Agreement (each of the foregoing being referred to as “a transferee” in this Clause 11.1) any Confidential Information of the Provider. In such circumstances the Welsh Ministers shall authorise the transferee to use such Confidential Information only for purposes relating to this Framework Agreement and/or any Call-Off Contract and for no other purposes and, for the avoidance of doubt, the transferee shall be bound by a confidentiality undertaking substantially similar to that in Clause 23 (Confidentiality) in relation to such Confidential Information.
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SUB-CONTRACTING AND CHANGE IN CONTROL. WAG may transfer, assign, novate, dispose or sub-contract the whole or any part of this Framework Agreement to another Contracting Authority constituted or authorised to discharge the functions and/or responsibilities of WAG with regard to the provision of healthcare services and facilities. WAG shall be entitled to disclose to any successor, assignee, transferee or any other person or body (“transferee”) entitled to the benefit of this Framework Agreement any Commercially Sensitive Information of the Consultant. In such circumstances WAG shall authorise the transferee to use such Commercially Sensitive Information only for purposes relating to this Framework Agreement and/or any Call-Off Contract and for no other purposes and, for the avoidance of doubt, the transferee shall be bound by a confidentiality undertaking substantially similar to that in Clause 11 (Confidentiality) in relation to such Confidential Information. The Consultant shall not assign, novate, charge, transfer or otherwise dispose of this Agreement, in whole or in part, without the prior written consent of WAG. The Consultant shall not sub-contract the whole or any part of its obligations under this Framework Agreement without the prior written consent of WAG, not to be unreasonably withheld or delayed. No sub-contracting arrangement shall in any way reduce affect or diminish the Consultant’s liability under this Framework Agreement. No Change in Control shall be permitted without the prior written approval of WAG. The Consultant shall notify WAG at least twenty (20) Working Days in advance of any proposed Change in Control. If a Change in Control takes place which has not been approved in writing by WAG, then WAG may upon notice to the Consultant terminate this Framework Agreement with immediate effect. Notwithstanding any other provision of this Framework Agreement, the Consultant shall not at any time permit a Restricted Person to hold five (5) per cent or more of the total value of any shares in the Consultant or any of its Associate Companies and shall notify WAG immediately upon the Consultant becoming aware that a Restricted Person holds or may be about to acquire such a shareholding.
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SUB-CONTRACTING AND CHANGE IN CONTROL. 15.1 The Authority may transfer, assign, novate, dispose or sub-contract the whole or any part of this Framework Agreement to another Contracting Authority or any other body constituted or authorised to discharge the functions and/or responsibilities of the Authority. The Authority shall be entitled to disclose to any successor, assignee, transferee or any other person or body ("transferee") entitled to the benefit of this Framework Agreement any Confidential Information of the Contractor. In such circumstances the Authority shall authorise the transferee to use such Confidential Information only for purposes relating to this Framework Agreement and / or any Call-Off Contract and for no other purposes and, for the avoidance of doubt, the transferee shall be bound by a confidentiality undertaking substantially similar to that in clause 20 (Confidentiality) in relation to such Confidential Information.
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Related to SUB-CONTRACTING AND CHANGE IN CONTROL

  • Change in Control For purposes of this Agreement, a "Change in Control" shall mean any of the following events:

  • Assignment; Change in Control 19.1 Neither Party may assign, delegate, or otherwise transfer this Agreement, or any rights, remedies, or obligations under this Agreement, (including by forward or reverse merger, consolidation, dissolution, or operation of law, and whether voluntarily or by a governmental authority’s action or order) without the prior written consent of the other Party, which consent shall not be unreasonably withheld, except that either Party may assign, delegate, or otherwise transfer this Agreement or any rights, remedies, or obligations under this Agreement without the other Party’s consent to: (i) an Affiliate; or (ii) an acquirer of all or substantially all of the equity interests, assets, or business to which this Agreement relates of the assigning Party (including by a merger, consolidation, or operation of law). Any purported assignment, delegation or other transfer in violation of this Clause 19.1 is void. You acknowledge that your assignment, delegation, or other transfer of this Agreement will not relieve you of your obligations under this Agreement. This Agreement binds and inures to the benefit of the Parties and their respective permitted assignees and successors.

  • Assignation and Change of Control 30.1. The Contractor may not assign its interest in the Framework Agreement without the prior written consent of the Authority.

  • ASSIGNMENT AND CHANGE OF CONTROL a. Seller shall not and shall cause its affiliates not to, directly, indirectly, voluntarily or involuntarily, in each case, whether by transfer, operation of law, Change of Control (as defined in subparagraph b below) or otherwise assign this Contract, assign any of its rights or interest in this Contract, delegate any of its obligations under this Contract, or subcontract for all or substantially all of its performance of this Contract (each, an “Assignment”), without Buyer’s prior written consent after advance written notice by Seller. No purported Assignment, with or without Buyer’s consent, shall relieve Seller of any of its obligations under this Contract or prejudice any rights or claims that Buyer may have against Seller, whether such obligations, rights or claims, as the case may be, arise before or after the date of any purported Assignment; provided however, that Seller may assign its right to monies due or to become due under this Contract, and this Article does not limit Seller’s ability to purchase standard commercial supplies or raw material in connection with its performance of this Contract.

  • H1 Termination on Insolvency and Change of Control H1.1 The Authority may terminate the Contract with immediate effect by notice in writing and without compensation to the Contractor where the Contractor is a company and in respect of the Contractor:

  • CHANGE IN CONTROL OF SELLER Prior to a potential change of control of SELLER and at least ninety (90) days prior to the proposed effectiveness of such change of control, SELLER will promptly notify LOCKHEED XXXXXX in writing thereof, and provide the identity of the potential new controlling party and information on such party and the transaction as LOCKHEED XXXXXX may request, consistent with applicable law and confidentiality restrictions.

  • Termination for Change of Control This Agreement may be terminated immediately by SAP upon written notice to Provider if Provider comes under direct or indirect control of any entity competing with SAP. If before such change Provider has informed SAP of such potential change of control without undue delay, the Parties agree to discuss solutions on how to mitigate such termination impact on Customer, such as stepping into the Customer contract by SAP or by any other Affiliate of Provider or any other form of transition to a third party provider.

  • Termination on Insolvency and Change of Control 43.1. The Authority may terminate the Contractor’s interest in the Framework Agreement with immediate effect by notice where in respect of the Contractor:

  • Change of Control; Assignment and Subcontracting Except as set forth in this Section 7.5, neither party may assign any of its rights and obligations under this Agreement without the prior written approval of the other party, which approval will not be unreasonably withheld. For purposes of this Section 7.5, a direct or indirect change of control of Registry Operator or any subcontracting arrangement that relates to any Critical Function (as identified in Section 6 of Specification 10) for the TLD (a “Material Subcontracting Arrangement”) shall be deemed an assignment.

  • Change of Control There occurs any Change of Control; or

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