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All of Assignor's rights, duties and obligations under the Satellite Purchase Contract not expressly assigned and assumed by Assignee hereunder shall be retained by Assignor.BSSI recognizes Assignee as Assignor's successor in interest in and to all of Assignor's rights, duties and obligations in, to and under the Assets. In consideration of the assignment of the Assets, Assignee is hereby (i) paying to Assignor an aggregate purchase price of Thirty-One Million Six Hundred Thousand Dollars (,600,000) in cash, by wire transfer to an account specified in writing by Assignor, or by such other means as may be agreed by Assignor and Assignee. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their successors and assigns, and matters herein with respect to the Satellite Purchase Contract shall inure to the benefit of BSSI and its successors and assigns from and after the Effective Date. The parties hereto agree that they will take those actions reasonably necessary to carry out the matters contemplated by this Agreement or any of its provisions. Assignor, Assignee and BSSI consent to all of the provisions of this Agreement. For purposes of this Agreement, "Ground Spare Satellite Bus" means the Ground Spare Satellite, except for the Ground Spare Satellite Payload.
The burden (an obligation) of a contract is not assignable.
Novation is the transfer of an interest from one party to another but unlike assignment, novation includes both the benefit and the burden of a contract.
Contracts are at the center of real estate transactions.
In this lesson, you'll learn about a contract assignment and a novation.
Assignment also does not require the consent of the other party as only the benefit is being transferred therefore no obligations are being transferred to the third party.
It is often therefore easier to arrange than a novation and is mostly used when a commercial development is finished and the new owner of the development wants to have the rights to sue under the building contract and other construction documents in case anything goes wrong in future. Novation is carried out using a tripartite agreement with the agreement of all three parties for example A (employer), B (contractor) and C (third party).
Standard form building contracts usually contain a prohibition on assignment without the contractor’s consent.
FIS members can contact the FIS Legal Helpline (01) or email [email protected] assistance.
"Ground Spare Satellite Payload" means the following components of the Ground Spare Satellite: (i) all hardware above the four-point interface above the bus module; and (ii) all antenna structures, deployment mechanisms and reflectors. Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings as set forth in the Satellite Purchase Contract.
2 IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first written above. By: ----------------------------------------- Name: Title: XM SATELLITE RADIO HOLDINGS INC.