Assignment or Transfer of Agreement. (a) The Subscriber shall not assign, transfer, sublicense or provide as collateral, or otherwise dispose of the right to receive the SORACOM Logging Service or the SORACOM System (defined in Section 9.1) under the Agreement. However, only in the case that SORACOM Logging Service channel is in “before use” status in the SORACOM System, the Subscriber may assign the right to receive the SORACOM Logging Service using such channel to third party who holds a SORACOM Account by prescribed operation via the SORACOM Console (defined below). In this case, such third party shall succeed to the status of the Subscriber under this Agreement (including the obligations of the Subscriber) and the Subscriber shall be jointly and severally liable for the obligations of such third party under the Agreement with such third party. (b) SORACOM may assign and transfer rights and obligations under this Agreement without Subscriber’s consent (i) in connection with a merger, acquisition or sale of all or part of SORACOM’s assets, or (ii) to any affiliate or as part of a corporate reorganization; and effective upon such assignment or transfer, the assignee/transferee is deemed substituted for SORACOM as a party to this Agreement and SORACOM is fully released from all of its obligations and duties to perform under this Agreement. Subject to the foregoing, this Agreement will be binding upon, and inure to the benefit of the parties and their respective permitted successors and assigns.
Appears in 2 contracts
Samples: Service Agreement, Service Agreement
Assignment or Transfer of Agreement. (a) The Subscriber shall not assign, transfer, sublicense or provide as collateral, or otherwise dispose of the right to receive the SORACOM Logging Service or the SORACOM System (defined in Section 9.1) under the Agreement. However, only in the case that SORACOM Logging Service channel is in “before use” status in the SORACOM System, the Subscriber may assign the right to receive the SORACOM Logging Service using such channel to third party who holds a SORACOM Account by prescribed operation via the SORACOM Console (defined below). In this case, such third party shall succeed to the status of the Subscriber under this Agreement (including the obligations of the Subscriber) and the Subscriber shall be jointly and severally liable for the obligations of such third party under the Agreement with such third party.
(b) SORACOM may assign and transfer rights and obligations under this Agreement without Subscriber’s consent (i) in connection with a merger, acquisition or sale of all or part of SORACOM’s assets, or (ii) to any affiliate or as part of a corporate reorganizationreorganisation; and effective upon such assignment or transfer, the assignee/transferee is deemed substituted for SORACOM as a party to this Agreement and SORACOM is fully released from all of its obligations and duties to perform under this Agreement. Subject to the foregoing, this Agreement will be binding upon, and inure to the benefit of the parties and their respective permitted successors and assigns.
Appears in 1 contract
Samples: Service Agreement
Assignment or Transfer of Agreement. (a) The Subscriber shall not assign, transfer, sublicense or provide as collateral, or otherwise dispose of the right to receive the SORACOM Logging Service or the SORACOM System (defined in Section 9.110.1) under the Agreement. However, only in the case that SORACOM Logging Service channel is in “before use” status in the SORACOM System, the Subscriber may assign the right to receive the SORACOM Logging Service using such channel to third party who holds a SORACOM Account by prescribed operation via the SORACOM Console (defined below). In this case, such third party shall succeed to the status of the Subscriber under this Agreement (including the obligations of the Subscriber) and the Subscriber shall be jointly and severally liable for the obligations of such third party under the Agreement with such third party.
(b) Notwithstanding Section 4.2(a), if the Subscriber dies, if the successor-at-law of such Subscriber (if plural successor-at-law exist, the successor-at-law who notifies SORACOM first) notifies SORACOM pursuant to the procedure specified by SORACOM separately, such successor- at-law may assign and transfer rights and obligations succeed to the right to receive the SORACOM Logging Service (limited as specified by SORACOM separately) pursuant to this Agreement. In this case, such successor-at-law shall succeed to the status of the deceased Subscriber under this Agreement without Subscriber’s consent (i) in connection with a merger, acquisition or sale of all or part of SORACOM’s assets, or (ii) to any affiliate or as part of a corporate reorganization; and effective upon such assignment or transfer, including the assignee/transferee is deemed substituted for SORACOM as a party to this Agreement and SORACOM is fully released from all of its obligations and duties to perform under this Agreement. Subject to the foregoing, this Agreement will be binding upon, and inure to the benefit of the parties and their respective permitted successors and assignsdeceased Subscriber).
Appears in 1 contract
Samples: Service Agreement