Assignment-Consent. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the respective parties hereto, and shall not be assigned by either party without the written consent of the other party, which consent shall not be unreasonably withheld.
Assignment-Consent. This Agreement and all rights and obligations are personal to the Parties, and may not be assigned without the written consent of the other Party unless otherwise provided for in Articles 9.1 or 9.2 and 2.5. With prior written notification to Company, UWMRF shall have the right to assign or transfer its rights and obligations under this Agreement; provided the party to whom such rights and obligations are assigned or transferred has also been assigned all rights to the Licensed Patents, and has agreed to assume all of the obligations of UWMRF hereunder.
Assignment-Consent. This Service Agreement shall not be assigned by either party hereto without the prior written consent of the other party. Consent for assignment of this Service Agreement shall not be unreasonably withheld by or from either party.
Assignment-Consent. Neither the Owner nor the Construction Manager shall assign his interest in this Agreement without the written consent of the other except as to the assignment of proceeds.
Assignment-Consent. 1.1 CHOP hereby assigns to the Company all rights, title and interest which CHOP may have to the assets described in Schedule A hereto (collectively, the “Assigned Assets”) subject to any applicable government rights reserved by the U.S. government and the following reservation of rights by CHOP:
a. CHOP cannot and does not transfer any rights of third parties in the Assigned Assets, including any rights of third party companies or institutions including, but not limited to, Iowa (“IOWA”) and Oregon Health Sciences University (“OHSU”).
b. CHOP retains the ability and reserves the rights to research, make, have made, practice, have practiced, and use the Assigned Assets solely for its own academic research and/or educational purposes, excluding (i) use pursuant to any sponsored research or other funding agreement or arrangement with any commercial entity pursuant to which any commercial entity is granted any right or interest with respect to the Assigned Assets or research results generated through the use of the Assigned Assets, (ii) the inclusion in any NDA, BLA or other application for marketing approval of any data comprised by the Assigned Assets and (iii) any use of the Assigned Assets for commercialization or licensing or transfer of rights to Assigned Assets for commercialization. The foregoing assignment shall be referred to herein as the “Assignment.”
1.2 Any assignment of any copyrights hereunder includes all rights of paternity, integrity, disclosure and withdrawal and any other rights that may be known as or referred to as “moral rights” (collectively “Moral Rights”) that may legally be assigned. To the extent such Moral Rights cannot be assigned under applicable law and to the extent the following is allowed by AAVT-CHOP Technology Assignment Agreement Oct. 2013 the laws in the various countries where Moral Rights exist, CHOP hereby, to the extent legally permissible, waives and agrees not to assert such Moral Rights and consents to any action of the Company that would violate such Moral Rights in the absence of such consent. CHOP shall confirm any such waivers and consents from time to time as requested by the Company.
1.3 CHOP agrees to provide reasonable assistance, at the Company’s request and expense, to perfect the Assignment and to enable the Company to apply for, obtain, and maintain any intellectual property rights in the Assigned Assets in any and all countries the Company may designate from time to time. CHOP will execute documents,...
Assignment-Consent. As additional security for the performance by Borrower of its obligations under the Loan Documents, Borrower hereby assigns, transfers and pledges to Lender, and hereby grants to Lender a security interest in, all of Borrower’s right, title and interest in, to and under the Development Agreement. Developer hereby consents to the assignment to Lender of Borrower’s rights under the Development Agreement, including without limitation Borrower’s interest in all accounts maintained under the Development Agreement. Following the occurrence and during the continuation of an Event of Default under the Loan Agreement or other Loan Documents, Lender shall be entitled to exercise any and all rights of Borrower under the Development Agreement in accordance with the terms thereof, and Developer shall permit and comply in all respects with such exercise. Lender shall have the right to cure any default of Borrower under the Development Agreement, and may perform any act, duty or obligation required to be performed by Borrower under the Development Agreement; provided, however, that nothing herein shall require Lender to cure any such default or to perform any such act, duty or obligation.
Assignment-Consent and Subordination of Management Agreement made by Borrower, Operating Lessee and Manager for the benefit of Lender.
Assignment-Consent. Shipper hereby consents to the assignment of the TSA and the Tariff from OMS to Bighorn pursuant to the terms and conditions of this Agreement.
Assignment-Consent. 52 ------------------ -iv- EXHIBITS -------- A - Financial Statements B - Form of Opinion of Sellers' Counsel C - Form of Opinion of Xxxxx's Counsel D - Form of Tax Opinion of Sellers' Counsel E - Form of Tax Opinion of Buyers' Counsel F - Form of Parent Tax Representations G - Form of Sellers Tax Representations H - Form of Sellers Tax Representations I - Form of Escrow Agreement J - Form of Parent Tax Certificate K - Form of Director and Officer Release Z - Calculation of Pops 2.2 - Merger Agreement 2.7 - Price Adjustment
Assignment-Consent. Each Stockholder hereby consents to the ------------------ assignment of all agreements with the Company to which such Stockholder is a party to one of the subsidiaries of the Company identified in Section 3.7 of the Disclosure Schedule and hereby agrees that effective upon the assignment of any such agreement that the Company will be released from all liability and responsibility to such Stockholder under such agreement.
