12.5 Distributor acknowledges that Supplier is relying on Distributors skill and expertise to perform its obligations under this Agreement, and on certain representations from Distributor concerning the ownership of Distributor and the skill of its principals and key employees, and that this Agreement is in the nature of a personal services contract. Therefore, this Agreement may not be assigned by Distributor, whether voluntarily or by operation of law, without the prior written consent of Supplier (including, without limitation, to any sub- dealer or sub-distributor). This Agreement, or any of Suppliers rights hereunder, may be assigned by Supplier upon notice to Distributor.