_________[buyer-assignor] agrees to assign to _________[assignee] all of the right, title and interest of _________[buyer-assignor] in and to and under the agreement dated _________[date], by and between _________[buyer-assignor] and _________[seller], subject, however, to the express condition precedent that the written consent of _________[seller] be first obtained. In this connection, _________[buyer-assignor] agrees not to in any way or in any manner, directly or indirectly, interfere with, hinder or delay, or take any action or do anything inconsistent with obtaining the consent of _________[seller], and _________[buyer-assignor] agrees to execute any documents which may be necessary, requested by _________[assignee], to effect the assignment and/or consent. If _________[assignee] determines to institute any proceeding or action in respect of the assignment, _________[buyer-assignor] grants to _________[assignee] the irrevocable power and authority to bring the proceeding or action in the name of _________[buyer-assignor] and/or in his [her] behalf, at the sole cost and expense of _________[assignee]. _________[assignee] shall pay any costs taxed against _________[buyer-assignor] in any such proceeding. _________[buyer-assignor] agrees that the assignment is and will be reasonable and that _________[assignee] is a person who can reasonably be expected to carry out the terms of the agreement on the part of _________[buyer-assignor] to be kept and performed. _________[assignee] agrees to perform all of the duties and obligations of _________[buyer-assignor] under the agreement, provided, however, that if consent is not or cannot be obtained, then, at the option of _________[assignee] and 30 days after written notice to _________[buyer-assignor], _________[assignee's] obligations under this agreement shall immediately cease and terminate.

[Signature and verification, if required]