Assignment and Encumbrance. 5.1 Unless otherwise agreed to in writing by Microcell, the warrants issued hereunder are personal to COM Canada and shall not be assignable or transferable by COM Canada, whether voluntarily or by operation of law, and whether directly or indirectly (including, for greater certainty, and without limitation, by way of a monetization or similar transaction). Notwithstanding the foregoing, COM Canada may, in a transfer that is made pursuant to an exemption from the registration requirements of, or in a transaction that is not subject to the Securities Act and any state securities or “blue sky” laws, assign or transfer the warrants to an affiliate (as the term affiliate is defined at Section 9 of the Securities Act (Québec)), provided that COM Canada shall give five (5) days prior written notice of the assignment or transfer to Microcell and such written notice shall contain a representation from COM Canada that the transferee or assignee is an affiliate of COM Canada (as the term affiliate is defined at Section 9 of the Securities Act (Québec)), and provided that such affiliate remains an affiliate at all times, failing which the warrants shall lapse, have no value and shall no longer be exercisable, unless such warrants are promptly transferred back to COM Canada.
Assignment and Encumbrance. The Foundation cannot and has no authority to transfer, assign or encumber any of its rights or obligations arising from or relating to this Agreement, except that the Foundation may pledge (i) any of the issued and outstanding Preferred Shares held by the Foundation, provided that the Foundation shall not allow, authorize or cooperate with any Shareholder Rights vesting in, transferring to or being exercised or limited by the pledgee, and (ii) any claims for distributions payable under the Company’s articles of association as described in Sections 8 and 9, in each case such pledge may only be made by the Foundation in connection with a financing as described in Section 4. The Foundation shall give prior notice to the Company before pledging any Preferred Shares as referred to in this Section 6.
Assignment and Encumbrance. Licensee will not assign, transfer, mortgage, pledge, financially encumber, grant a security interest, permit a lien to be created, charge or otherwise dispose of any or all of the rights granted to it under this License Agreement without the prior written consent of uOttawa, such consent not to be unreasonably withheld or delayed; provided, however, that either party may assign this Agreement, without the consent of the other party, (i) to any of its Affiliates, if the assigning party guarantees the full performance of its Affiliates’ obligations hereunder, or (ii) in connection with the transfer or sale of all or substantially all of its assets or business or in the event of its merger or consolidation with another company,. In all cases the assigning party shall provide the other party with prompt notice of any such assignment. Any purported assignment in contravention of this Section shall, at the option of the non-assigning party, be null and void and of no effect. No assignment shall release either party from responsibility for the performance of any accrued obligation of such party hereunder.
Assignment and Encumbrance. 11.1 No Party shall sell, assign, transfer, mortgage, charge or otherwise encumber the whole or any part of its rights, duties, liabilities or obligations arising under this Agreement without having first obtained the consent in writing of all the other Parties provided always that each of the Parties shall have the right to assign the whole or any part of its rights, duties, liabilities or obligations arising under this Agreement to an Affiliate of such Party which has demonstrated to the satisfaction of the other Parties its technical and financial capability to meet its prospective obligations hereunder.
Assignment and Encumbrance. 31 Section 1 Right of Assignment 31 Section 2 Right to Appoint the Operating Company 31 Section 3 Right to Encumber 31 Section 4 Notice of Assignment or Encumbrance 31
Assignment and Encumbrance. 21.1Restriction No assignment or transfer of any interest under the Licence or this Agreement shall be made by any Party otherwise than in respect of an undivided interest in all or part of its interest in the Licence and in and under this Agreement (so that any such assignment shall include all or a corresponding part of any interest of such Party in a Sole Risk Project) in accordance with the following provisions of this Clause or the provisions of Clause 22.
Assignment and Encumbrance
