Common use of Assignment; Change of Control Clause in Contracts

Assignment; Change of Control. Except as set forth in Section 3.15(k) of the Company Disclosure Schedule, the execution, delivery and performance by the Company of this Agreement, and the consummation of the transactions contemplated hereby, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alter, any of the Company's or any of its subsidiaries' rights to own any of its Intellectual Property or their respective rights under any Inbound License Agreement or Outbound License Agreement, nor require the consent of any Governmental Authority or third party in respect of any such Intellectual Property.

Appears in 2 contracts

Samples: Merger Agreement (Intel Corp), Merger Agreement (DSP Communications Inc)

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Assignment; Change of Control. Except To the Seller's best knowledge, except as set forth in Section 3.15(k) of the Company Disclosure ScheduleSchedule 4.13(h), the execution, delivery and performance by the Company Seller of this Agreement, and the consummation of the transactions contemplated hereby, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alter, any of the Company's or any of its subsidiariesSubsidiaries' rights to own any of its Intellectual Property or their respective rights under any Inbound License Agreement or Outbound License IP Agreement, nor require the consent of any Governmental Authority or third party in respect of any such Intellectual Property.

Appears in 2 contracts

Samples: Stock Purchase Agreement (First Aviation Services Inc), Stock Purchase Agreement (First Aviation Services Inc)

Assignment; Change of Control. Except as set forth in Section 3.15(k3.15 (k) of the Company Disclosure Schedule, the execution, delivery and performance by the Company of this Agreement, and the consummation of the transactions contemplated hereby, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alter, any of the Company's or any of its subsidiaries' rights to own any of its Intellectual Property or their respective rights under any Inbound License Agreement or Outbound License Agreement, nor require the consent of any Governmental Authority or third party in respect of any such Intellectual Property.or

Appears in 1 contract

Samples: Merger Agreement (Intel Corp)

Assignment; Change of Control. Except as set forth in Section 3.15(k3.15(l) of the Company Disclosure Schedule, the execution, delivery and performance by the Company of this Agreement and the Escrow Agreement, and the consummation of the transactions contemplated herebyhereby and thereby, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alterterminate, any of the Company's ’s or any of its subsidiaries' Subsidiaries’ rights to own any of its their Intellectual Property or their respective rights under any Inbound License Agreement or Outbound License Agreement, nor require the consent of any Governmental Authority Entity or third party in respect of any such Intellectual Property.

Appears in 1 contract

Samples: Merger Agreement (Neustar Inc)

Assignment; Change of Control. Except as set forth in Section 3.15(k2.14(k) of to the Company Disclosure Schedule, the execution, delivery and performance by the Company of this Agreement, and the consummation of the transactions contemplated hereby, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alterterminate, any of the Company's or any of its subsidiaries' rights to own any of its Intellectual Property or their respective rights under any Inbound License Agreement or Outbound License Agreement, nor require the consent of any Governmental Authority or third party in respect of any such Intellectual Property.

Appears in 1 contract

Samples: Merger Agreement (Intel Corp)

Assignment; Change of Control. Except as set forth in Section 3.15(k) of the Company Disclosure Schedule, the The execution, delivery and performance by the Company of this Agreement, the Ancillary Agreements and each of the other documents contemplated hereby or thereby to which it is a party, and the consummation of the transactions contemplated herebyhereby and thereby, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alterterminate, any of the Company's or any of its subsidiaries' ’s rights to own any of its Intellectual Property or their respective rights under any Company Inbound License Agreement or Company Outbound License Agreement, nor require the consent of any Governmental Authority or third party in respect of any such Intellectual Property.

Appears in 1 contract

Samples: Merger Agreement (Cnet Networks Inc)

Assignment; Change of Control. Except as set forth in Section 3.15(k----------------------------- 3.15(l) of the Company Disclosure Schedule, the execution, delivery and performance by the Company Company, Newco and Transitory of this Agreement, and the consummation of the transactions contemplated hereby, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alter, any of the Company's or any of its subsidiaries' rights to own any of its Intellectual Property or their respective rights under any Inbound License Agreement or Outbound License Agreement, nor require the consent of any Governmental Authority or third party in respect of any such Intellectual Property.

Appears in 1 contract

Samples: Agreement and Plan of Contribution and Merger (Excalibur Technologies Corp)

Assignment; Change of Control. Except as set forth in Section 3.15(k4.19(k) of the Company Disclosure Schedule, the execution, delivery and performance by the Company of this Agreement, and the consummation of the transactions contemplated herebyTransactions, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alter, any of the Company's or any of its subsidiariesthe Company Subsidiaries' rights to own any of its Intellectual Property or their respective rights under any Inbound License Agreement or Outbound License Agreement, nor require the consent of any Governmental Authority Entity or third party in respect of any such Intellectual Property.

Appears in 1 contract

Samples: Merger Agreement (Data Research Associates Inc)

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Assignment; Change of Control. Except as set forth in Section 3.15(k2.14(k) of the Company Disclosure Schedule, the execution, delivery and performance by the Company of this Agreementagreement, and the consummation of the transactions contemplated hereby, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alterterminate, any of the Company's or any of its subsidiaries' rights to own any of its Intellectual Property or their respective rights under any Inbound License Agreement or Outbound License Agreement, nor require the consent of any Governmental Authority or third party in respect of any such Intellectual Property.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Titan Corp)

Assignment; Change of Control. Except as set forth disclosed in Section 3.15(k----------------------------- 2.18(j) of the Company Disclosure Schedule, the execution, delivery and performance by the Company of this Agreement, and the consummation by the Company of the transactions contemplated hereby, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alterterminate, any of the Company's or any of its subsidiaries' rights to own any of its Intellectual Property or their respective rights under any Inbound the License Agreement or Outbound License AgreementAgreements, nor require the consent of any Governmental Authority Entity or other third party in respect of any such Intellectual Property.

Appears in 1 contract

Samples: Merger Agreement (Virata Corp)

Assignment; Change of Control. Except as set forth in Section 3.15(kon 3.15(j) of the Company Disclosure Schedule, the execution, delivery and performance by the Company of this Agreement, and the consummation of the transactions contemplated hereby, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alter, any of the Company's or any of its subsidiaries' rights to own any of its Intellectual Property or their respective rights under any Inbound License Agreement or Outbound License Agreement, nor require the consent of any Governmental Authority or third party in respect of any such Intellectual Property.

Appears in 1 contract

Samples: Merger Agreement (Coachmen Industries Inc)

Assignment; Change of Control. Except as set forth in Section 3.15(k) of the Company Disclosure Schedule, the execution, delivery and performance by the Company of this Agreement, and the consummation of the transactions contemplated hereby, will not result in the loss or impairment of, or give rise to any right of any third party to terminate or alterterminate, any of the Company's or any of its subsidiaries' rights to own any of its Intellectual Property or their respective rights under any Inbound License Agreement or Outbound License Agreement, nor require the consent of any Governmental Authority or third party in respect of any such Intellectual Property.

Appears in 1 contract

Samples: Merger Agreement (Intel Corp)

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