Assignment by the Franchisee Sample Clauses

Assignment by the Franchisee. (a) This Agreement, the Franchisee’s rights and interest hereunder and the property and assets owned and used by the Franchisee in connection with the Franchised Business, may not be sold, assigned, transferred or encumbered in whole or in part in any manner whatsoever by the Franchisee (“Assignment”) without the prior written consent of the Franchisor which consent shall not be unreasonably withheld. (b) Any actual or purported Assignment occurring by the operation of law or otherwise without the Franchisor’s prior written consent will be a default of this Agreement and will be null and void and/or may at the option of the Franchisor constitute grounds for termination under Section 12.3. (c) In considering a request by the Franchisee to effect an Assignment, the Franchisor will consider, among other things: (i) work experience education and aptitude for the Roche System; (ii) financial capability and background; (iii) character; (iv) ability to personally devote such time and best efforts to managing the office in accordance with the Roche System requirements; (v) residence in the locality of the office; (vi) equity interest in the office; (vii) conflicting interest; (viii) such other criteria and conditions as the Franchisor shall at such time apply in the case of an application for a new franchise to operate a Roche System office. (ix) the qualifications, apparent ability and credit standing of the proposed Assignee (the “Assignee”) and, (d) in addition, the Franchisor will be entitled to require as a condition precedent to the granting of its consent that: (i) the Franchisee is not in default of this Agreement or any other Agreement with the Franchisor or any affiliate or supplier of the Franchisor; (ii) the Franchisee has settled all outstanding financial or other obligations with the Franchisor, its affiliates, its Landlords and all other trade creditors of the Franchised Business; (iii) the Franchisee shall deliver to the Franchisor a complete release of the Franchisor, its directors and officers, its affiliates and the directors and officers of its affiliates, from all liabilities and obligations under this Agreement of any such persons in a form satisfactory to the Franchisor; (iv) the Assignee shall execute a new Franchise Agreement in the form then being used by the Franchisor, and that the Assignee execute such other documents and agreements as are then customarily used by the Franchisor in the granting of franchises; (v) the Franchisee shall p...
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Related to Assignment by the Franchisee

  • Assignment by the Company The rights, interests or obligations of the Company hereunder may not be assigned, by operation of law or otherwise, in whole or in part, by the Company without the prior written consent of the Investor.

  • Assignment by the Seller The Seller shall assign (exclusive of the Seller’s rights arising under Section 8.02(iii) and 8.03), its interest under this Agreement to the Depositor, which in turn shall assign such rights to the Trustee, and the Trustee then shall succeed to all rights of the Seller under this Agreement.

  • Assignment by the Executive This Agreement will inure to the benefit of and be enforceable by the Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees, and legatees. If the Executive dies while any amount would still be payable to him hereunder had he continued to live, all such amounts, unless otherwise provided herein, will be paid in accordance with the terms of this Agreement to the Executive’s Beneficiary. If the Executive has not named a Beneficiary, then such amounts will be paid to the Executive’s devisee, legatee, or other designee, or if there is no such designee, to the Executive’s estate, and such designee, or the Executive’s estate will be treated as the Beneficiary hereunder.

  • Assignment by Owner 51 Section 12.11

  • Assignment by Seller The Seller shall have the right, upon notice to but without the consent of the Servicer, to assign, in whole or in part (but exclusive of the Servicer’s rights and obligations as owner of the servicing rights relating to the Mortgage Loans), its interest under this Agreement to the Depositor, which in turn shall assign such rights to the Trustee, and the Trustee then shall succeed to all rights of the Seller under this Agreement. All references to the Seller in this Agreement shall be deemed to include its assignee or designee and any subsequent assignee or designee, specifically including the Trustee.

  • Assignment by Lessee Lessee may transfer or assign its rights and obligations under this Agreement without the consent of Operator but shall deliver to Operator written notice of such transfer or assignment not less than ten (10) days prior to the effective date thereof; provided, however, in the event of the assignment of this Agreement to a party that is not an Affiliate, Operator shall have the right to terminate this Agreement within 15 days after receipt of written notice of such assignment, which termination will be effective within 30 days of Lessee’s receipt of such termination notice. Any transfer or assignment of this Agreement by Lessee shall include an express assumption by the transferee or assignee of Lessee’s obligations hereunder. Nothing herein shall be deemed to require Lessee to assign or attempt to assign this Agreement to any third party, including any buyer of a Hotel.

  • Assignment by Lessor The terms and conditions of each Schedule have been fixed by Lessor in order to permit Lessor to sell and/or assign or transfer its interest or grant a security interest in each Schedule and/or the Equipment to a Secured Party or Assignee. In that event, the term Lessor will mean the Assignee and any Secured Party. However, any assignment, sale, or other transfer by Lessor will not relieve Lessor of its obligations to Lessee and will not materially change Lessee's duties or materially increase the burdens or risks imposed on Lessee. The Lessee consents to and will acknowledge such assignments in a written notice given to Lessee. Lessee also agrees that: (a) The Secured Party will be entitled to exercise all of Lessor's rights, but will not be obligated to perform any of the obligations of Lessor. The Secured Party will not disturb Lessee's quiet and peaceful possession and unrestricted use of the Equipment so long as Lessee is not in default and the Secured Party continues to receive all Rent payable under the Schedule; and (b) Lessee will pay all Rent and all other amounts payable to the Secured Party, despite any defense or claim which it has against Lessor. Lessee reserves its right to have recourse directly against Lessor for any defense or claim; (c) Subject to and without impairment of Lessee's leasehold rights in the Equipment, Lessee holds the Equipment for the Secured Party to the extent of the Secured Party's rights in that Equipment.

  • Assignment by Purchaser The Purchaser shall have the right, without the consent of the Company but subject to the limit set forth in Section 2.02 hereof, to assign, in whole or in part, its interest under this Agreement with respect to some or all of the Mortgage Loans, and designate any person to exercise any rights of the Purchaser hereunder, by executing an Assignment and Assumption Agreement and the assignee or designee shall accede to the rights and obligations hereunder of the Purchaser with respect to such Mortgage Loans. All references to the Purchaser in this Agreement shall be deemed to include its assignee or designee.

  • Assignment by Buyer Buyer shall have the right to assign this Agreement to any third party or parties and no consent on the part of Seller shall be required for such assignment, provided however, that any such assignment shall not relieve Buyer of its liabilities and obligations hereunder.

  • Assignment by Issuer The Seller hereby acknowledges and consents to any mortgage, pledge, assignment and grant of a security interest by the Issuer to the Indenture Trustee pursuant to the Indenture for the benefit of the Noteholders of all right, title and interest of the Issuer in, to and under the Receivables and/or the assignment of any or all of the Issuer’s rights and obligations hereunder to the Indenture Trustee.

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