Common use of Assignments and Encumbrances Clause in Contracts

Assignments and Encumbrances. 14.1 Licensee shall not, in any manner, directly or indirectly, by operation of law or otherwise, assign, transfer or encumber this License, or any portion thereof or any interest therein, nor shall Licensee license or otherwise authorize the use of, in whole or in part, the rights granted by this License, without the prior written consent of the Board. Any attempts to assign, transfer or encumber this License, or any licensing or authorizing the use of, in whole or in part, the rights granted by this License, shall be void and shall confer no right, title or interest in or to this License, upon any such assignee, transferee, or encumbrancer. Consent to one assignment, transfer, or encumbrance shall not be deemed to be a consent to any subsequent assignment, transfer or encumbrance. This License shall not, nor shall any interest therein, be assignable as to the interest of Licensee by operation of law without the prior written consent of Board. 14.2 When proper consent has been given by the Board, the provisions of this License shall be binding upon, and shall inure to the benefit of, the heir(s), successor(s), executor(s), administrator(s) and assign(s) of the parties hereto. 14.3 The sale or other transfer of a controlling percentage of the capital stock or membership interests of Licensee, whether by merger, stock sale, or otherwise, or the sale or transfer of more than fifty percent (50%) of the value of the assets of Licensee relating to the TNC application shall not be subject to the restrictions in Sections 6.1 and 6.2. The phrase “controlling percentage” means the ownership of, and the right to vote, stock or interests possessing more than fifty percent (50%) of the total combined voting power of all classes of Licensee’s capital stock or interests issued, outstanding and entitled to vote for the election of directors.

Assignments and Encumbrances. 14.1 13.1 Licensee shall not, in any manner, directly or indirectly, by operation of law or otherwise, manner assign, transfer or encumber this LicenseAgreement, or any portion thereof or any interest therein, nor shall Licensee license or otherwise authorize the use of, in whole or in part, the rights granted by this LicenseAgreement, without the prior written consent of the BoardExecutive Director. Any attempts to assign, transfer or encumber this LicenseAgreement, or any licensing or authorizing the use of, in whole or in part, the rights granted by this LicenseAgreement, shall be void and shall confer no right, title or interest in or to this LicenseAgreement, upon any such assignee, transferee, or encumbrancer. Consent to one assignment, transfer, or encumbrance shall not be deemed to be a consent to any subsequent assignment, transfer or encumbrance. This License Agreement shall not, nor shall any interest therein, be assignable as to the interest of Licensee by operation of law without the prior written consent of Boardthe Executive Director. 14.2 13.2 For purpose of this Agreement, the terms “transfer” and “assign” shall include, but is not limited to, the following: (i) if Licensee is a joint venture, a limited liability company, or a partnership, the transfer of fifty percent (50%) or more of the interest or membership in the joint venture, the limited liability company, or the partnership; (ii) if Licensee is a corporation, any cumulative or aggregate sale, transfer, assignment, or hypothecation of fifty percent (50%) or more of the voting shares of Licensee; (iii) the dissolution by any means of Licensee; and, (iv) a change in business or corporate structure. Any such transfer, assignment, mortgaging, pledging, or encumbering of Licensee without the written consent of the Executive Director is a violation of this Agreement and shall be voidable at LAWA’s option and shall confer no right, title, or interest in or to this Agreement upon the assignee, mortgagee, pledgee, encumbrancer, or other lien holder, successor, or purchaser. 13.3 When proper consent has been given by the BoardExecutive Director, the provisions of this License Agreement shall be binding upon, and shall inure to the benefit of, the heir(s), successor(s), executor(s), administrator(s) and assign(s) of the parties hereto. 14.3 The sale or other transfer of a controlling percentage of the capital stock or membership interests of Licensee, whether by merger, stock sale, or otherwise, or the sale or transfer of more than fifty percent (50%) of the value of the assets of Licensee relating to the TNC application shall not be subject to the restrictions in Sections 6.1 and 6.2. The phrase “controlling percentage” means the ownership of, and the right to vote, stock or interests possessing more than fifty percent (50%) of the total combined voting power of all classes of Licensee’s capital stock or interests issued, outstanding and entitled to vote for the election of directors.

Assignments and Encumbrances. 14.1 5.1 Licensee shall not, in any manner, directly or indirectly, by operation of law or otherwise, assign, transfer or encumber this License, or any portion thereof or any interest therein, nor shall Licensee license or otherwise authorize the use of, in whole or in part, the rights granted by this License, without the prior written consent of the Board. Any attempts to assign, transfer or encumber this License, or any licensing or authorizing the use of, in whole or in part, the rights granted by this License, shall be void and shall confer no right, title or interest in or to this License, upon any such assignee, transferee, or encumbrancer. Consent to one assignment, transfer, or encumbrance shall not be deemed to be a consent to any subsequent assignment, transfer or encumbrance. This License shall not, nor shall any interest therein, be assignable as to the interest of Licensee by operation of law without the prior written consent of Board. 14.2 5.2 When proper consent has been given by the Board, the provisions of this License shall be binding upon, and shall inure to the benefit of, the heir(s), successor(s), executor(s), administrator(s) and assign(s) of the parties hereto. 14.3 5.3 The sale or other transfer of a controlling percentage of the capital stock or membership interests of Licensee, whether by merger, stock sale, or otherwise, or the sale or transfer of more than fifty percent (50%) of the value of the assets of Licensee relating to the TNC application shall not be subject to the restrictions in Sections 6.1 5.1 and 6.25.2. The phrase “controlling percentage” means the ownership of, and the right to vote, stock or interests possessing more than fifty percent (50%) of the total combined voting power of all classes of Licensee’s capital stock or interests issued, outstanding and entitled to vote for the election of directors.