Assignment and Assistance Sample Clauses

Assignment and Assistance. RB shall assign or cause to be assigned to the Owner the Contractor Warranty and assist the Owner in enforcing the Contractor Warranty against the Contractor.
Sample 1
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Assignment and Assistance. Each of Zimmer and the Company hereby, on behalf of themselves and each of their respective Affiliates, employees and contractors, assigns to one another ownership of rights, title and interest in and to such Program IP to effect the ownership allocation set forth in Section 2.2(a). In furtherance of the foregoing, each such Party shall, upon request by the other, promptly undertake and perform (and/or cause its Affiliates and its and their respective contractors, employees and/or agents to promptly undertake and perform) such further actions as are reasonably necessary for Zimmer and the Company (as between them) to each perfect its title in any such Program IP, including by causing the execution of any assignments or other legal documentation, and/or providing the other Party or its patent counsel with reasonable access to any contractors, employees or agents who may be inventors of such Program IP.
Sample 1
Assignment and Assistance. Peritus hereby transfers and assigns all of his/her rights in and to the Work to Stratus. During and after the term of this Agreement Peritus shall, at Stratus' request and expense, make application of letters Patent in the United States and/or other countries, will assign such applications to Stratus and will assist and cooperate with Stratus in the prosecution of such applications. Peritus hereby assigns to Stratus all copyrights in and to the Work.
Sample 1
Assignment and Assistance. Employee hereby assigns, transfers and conveys to the Company all of Employee’s right, title and interest in and to any and all such Inventions, and agrees to take all such actions as may be requested by the Company at any time and with respect to any such Invention, to confirm or evidence such assignment, transfer and conveyance. Furthermore, at any time and from time to time, upon the request of the Company, Employee shall execute and deliver to the Company, any and all instruments, documents and papers, give evidence and do any and all other acts that, in the opinion of counsel for the Company, are or may be necessary or desirable to document such assignment, transfer and conveyance or to enable the Company to file and prosecute applications for and to acquire, maintain and enforce any and all patents, trademark registrations or copyrights under United States or foreign law with respect to any such Inventions, or to obtain any extension, validation, reissue, continuance or renewal of any such patent, trademark or copyright. The Company shall be responsible for the preparation of any such instruments, documents and papers and for the prosecution of any such proceedings and shall reimburse Employee for all reasonable expenses incurred by Employee in compliance with the provisions of this paragraph.
Sample 1
Assignment and Assistance 
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Related to Assignment and Assistance

  • Enurement and Assignment This Agreement shall enure to the benefit of the parties hereto and their respective successors and permitted assigns and shall be binding upon the parties hereto and their respective successors. This Agreement may not be assigned by any party hereto without the prior written consent of each of the other parties hereto.

  • Amendment and Assignment This Agreement may be amended only in writing and signed by both parties. This Agreement may not be assigned to another party.

  • TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

  • Assignment and Assumption Agreements Purchaser shall have executed and tendered to Seller the Assignment and Assumption Agreements.

  • Assignment and Assumption Agreement The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption Agreement, together with a processing and recordation fee of $3,500, and the assignee, if it is not a Lender, shall deliver to the Administrative Agent an administrative questionnaire provided by the Administrative Agent.

  • Licenses and Assignments Except as otherwise permitted by the Secured Debt Agreements, each Assignor hereby agrees not to divest itself of any right under any Patent or Copyright absent prior written approval of the Collateral Agent.

  • Benefit and Assignment This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. No party hereto may voluntarily or involuntarily assign such party's interest under this Agreement without the prior written consent of the other parties.

  • Assignment and Assumption of Liabilities Seller hereby assigns to Split-Off Subsidiary, and Split-Off Subsidiary hereby assumes and agrees to pay, honor and discharge all debts, adverse claims, liabilities, judgments and obligations of Seller as of the Effective Time, whether accrued, contingent or otherwise and whether known or unknown, including those arising under any law (including the common law) or any rule or regulation of any Governmental Entity or imposed by any court or any arbitrator in a binding arbitration resulting from, arising out of or relating to the assets, activities, operations, actions or omissions of Seller, or products manufactured or sold thereby or services provided thereby, or under contracts, agreements (whether written or oral), leases, commitments or undertakings thereof, but excluding in all cases the obligations of Seller under the Transaction Documentation (all of the foregoing being referred to herein as the “Assigned Liabilities”). The assignment and assumption of Seller’s assets and liabilities provided for in this Article I is referred to as the “Assignment.”

  • Assignment and Assumption of Contracts Two (2) counterpart originals of the Assignment and Assumption of Contracts, duly executed by Seller.

  • Assignment and Assumption The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee in the amount of $3,500; provided, however, that the Administrative Agent may, in its sole discretion, elect to waive such processing and recordation fee in the case of any assignment. The assignee, if it is not a Lender, shall deliver to the Administrative Agent an Administrative Questionnaire.

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