7Assignment Sample Clauses

7Assignment. Neither Party may assign or transfer this Termination Agreement or any rights or obligations hereunder without the prior written consent of the other, except that a Party may make such an assignment without the other Party’s consent to an Affiliate or Acquirer of such Party or to a successor to substantially all of the business of such Party. Any permitted successor or assignee of rights and/or obligations hereunder shall, in writing to the other Party, expressly assume performance of such rights and/or obligations. Any permitted assignment shall be binding on the successors of the assigning Party. Any assignment or attempted assignment by either Party in violation of the terms of this Section shall be null, void and of no legal effect.

7Assignment. Except for an assignment of this Agreement or any rights hereunder by the Investor to an Affiliate, neither this Agreement nor any of the rights or obligations hereunder may be assigned by either the Investor or the Company without (i) the prior written consent of Company in the case of any assignment by the Investor or (ii) the prior written consent of the Investor in the case of an assignment by the Company.

7Assignment. Licensee shall not assign or otherwise transfer any of its rights, or delegate or otherwise transfer any of its obligations or performance, under this Agreement, in each case whether voluntarily, involuntarily, by operation of law or otherwise, without Licensor's prior written consent. No delegation or other transfer will relieve Licensee of any of its obligations or performance under this Agreement. Any purported assignment, delegation or transfer in violation of this Section 16.7 is void. This Agreement is binding upon and inures to the benefit of the parties hereto and their respective permitted successors and assigns.

7Assignment. (a) The Applicant will have no right to assign or transfer (whether directly or indirectly by way of a change of control of the Applicant) any of its interest in all or any part of this Agreement, whether gratuitously or for consideration, without the prior written consent of MPI. (b) MPI will have the right at any time to assign all or any part of this Agreement to any third party, provided that MPI will remain primarily responsible for the performance of all of its obligations under this Agreement.

7Assignment. This Agreement, and any rights and obligations hereunder, may not be assigned by the Employee and may be assigned by the Company only to a successor by merger or purchasers of substantially all of the assets of the Company or its affiliates; provided, however, that this Agreement shall inure to the benefit of and may be enforced by the Employee’s heirs and legal representatives. ​

7Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, heirs and permitted assigns. No rights or obligations of the Executive under this Agreement may be assigned or transferred by the Executive other than the Executive’s right to compensation and benefits hereunder, which may be transferred by will or operation of law subject to the limitations of this Agreement. No rights or obligations of the Company under this Agreement may be assigned or transferred by the Company except that such rights or obligations may be assigned or transferred pursuant to a merger or consolidation or amalgamation or scheme of arrangement in which the Company is not the continuing entity, or the sale or liquidation of all or substantially all of the assets of the Company, provided that the assignee or transferee is the successor to all or substantially all of ​ the assets of the Company and such assignee or transferee assumes by operation of law or in a writing duly executed by the assignee or transferee all of the liabilities, obligations and duties of the Company, as contained in this Agreement, either contractually or as a matter of law, as if no such assignment or transfer had taken place.

7Assignment. This Agreement shall be binding upon each party, its successors, legal representatives and assigns. A party may not assign this Agreement or any of its rights or licenses hereunder, or delegate any of its obligations, by operation of law or otherwise, change in control, mergers (including reverse merger) without the prior written consent of the other party. Any attempted assignment in violation of this Agreement shall be void and without effect. Notwithstanding the foregoing, [***] Cypress may, upon notice to Distributor, assign or transfer this Agreement to a Cypress wholly owned subsidiary without Distributor’s consent [***].

7Assignment. Either Party may assign this Agreement or any of its rights or obligations hereunder to a third party, with the other Party's prior written consent, which consent shall not be unreasonably withheld upon the provision of reasonable evidence by the proposed assignee that it has the resources, ability, and authority to provide satisfactory performance under this Agreement. Any assignment or delegation in violation of this subsection 24.7 shall be void and ineffective and constitute a default of this Agreement. No consent will be required in the event of assignment to a parent owning a majority of the Party, or a majority owned subsidiary of the Party, provided that such assignment shall not relieve the assigning Party of its obligations hereunder unless otherwise agreed to by the Parties. The foregoing shall not be construed to prevent a Party from granting a security interest in this Agreement.

7Assignment. This Agreement may be assigned only to a successor association, firm, or subsidiary of a party upon the prior written approval of the other party.

7Assignment. ARx shall not assign this Agreement, in whole or in part, to any person or entity (including by operation of law, judicial process or otherwise) without the prior written consent of BioXcel, which consent may be withheld for any reason or without reason. BioXcel shall be entitled to assign this Agreement, in whole or in part, to any of its Affiliates (including by operation of law, judicial process or otherwise) or to any entity with which or into which BioXcel may merge or consolidate or any entity acquiring all or substantially all of the assets of BioXcel or of BioXcel’s business or operations to which this Agreement relates (whether by way of merger, sale of stock, sale of assets or otherwise), in each case, without the prior consent of ARx. Any other assignment of this Agreement by BioXcel may not be made without the prior written consent of ARx, which may not be unreasonably withheld, conditioned or delayed. Any permitted assignee shall assume all obligations of its assignor under this Agreement; provided, however, that in the event of an assignment to an Affiliate, the assignor Party shall remain as principal obligor for all or any obligations and liabilities assigned to such Affiliate under the terms of this Agreement. No assignment shall relieve any Party of responsibility for the performance of any accrued obligation which such Party has hereunder as of the time of such assignment. Any other attempted assignment of this Agreement in violation of this Section 16.7 shall be null and void. The terms and conditions of this Agreement shall be binding upon, and shall inure to the benefit of, the Parties hereto and their respective successors and permitted assigns.