Common use of Assignment and Benefit Clause in Contracts

Assignment and Benefit. Without the consent of the other party in writing, neither party may assign this Agreement; provided, however, CTC or You may assign this Agreement to a wholly-owned subsidiary of the respective corporation or a corporation in which the shareholders of the respective corporation own a majority interest of the voting control provided that the assigning party remains obligated hereunder; further provided, however, CTC or You may assign this Agreement to another corporation which acquires or has acquired substantially all of the stock or assets of the assignor so long as, if the assignor is You, the assignee's license to use the Software Program is limited to use in Products which were offered by You to Your customers or potential customers and the assignee is prohibited from use of the Software Program in other products or parts of products developed, sold or distributed by the assignee.