7.2  Restriction on Assignment

No party shall assign or transfer any part of its respective rights or obligations under this Agreement without the prior consent of the others (such consent not to be unreasonably withheld or delayed), provided that:

(a)  the Senior Funder may assign or transfer its rights and obligations to a successor Authorityee of the Funders3 under the Funding Agreements without the consent of any other party and this clause 7.2 shall not prevent any Funder assigning or transferring its rights under the Funding Agreements and the Security Documents in accordance with the terms of the Funding Agreements; and

(b)  the Service Provider shall not assign this Agreement within [five (5)] years from the Commissioning End date;

(c)  the Authority shall be entitled, without the consent of any other party, to transfer all its rights and obligations hereunder, to any person to whom it assigns or otherwise disposes of the benefit of the Project Agreement in accordance with clause 50 of the Project Agreement and, otherwise, with the Service Provider's and the Services Contractor's consent (not to be unreasonably withheld or delayed);

(d)  nothing in this sub-clause shall restrict the rights of the Secretary of State to effect a statutory transfer;

(e)  the Services Contractor shall assign this Agreement to any party to whom it assigns the Services Contract (in accordance with the terms of that agreement).

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3  Amend terminology depending on funding arrangements.