Assignments and Sub-Licenses Sample Clauses

Assignments and Sub-Licenses. This License is not assignable, and any attempt by the Licensee to assign any portion of the License or to grant a sub-license, except as provided for in this Agreement, shall be deemed a breach of this Agreement and shall be cause for termination.
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Assignments and Sub-Licenses. Neither party may assign any of its rights hereunder without the express written consent of the other party, provided, however, such consent will not be withheld unreasonably, provided however, this License and the rights granted to Licensee hereunder are not assignable or sub-licensable, and any attempt by the Licensee to assign any portion of the License or to grant a sub-license shall be deemed a breach of this agreement and shall be cause for termination.
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Assignments and Sub-Licenses. Neither Licensor nor Licensee shall assign its rights hereunder without the prior written consent of the other party hereto, which shall not be unreasonably withheld; provided, however, Licensee or Licensor may, at any time, assign this Agreement without the prior written consent of Licensor to any affiliated company, or in the event of a change of ownership or control of Licensee, including a sale of substantially all the assets of the Licensee. Licensee may sublicense its rights under this Agreement to affiliates of Licensee upon the prior written consent of Licensor, such consent not to be withheld or delayed unreasonably. Licensee may outsource the manufacture of the Products in whole or in part, and is permitted to sublicense its rights under this Agreement to the extent required to do so.
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Assignments and Sub-Licenses. 8.1. The License is personal to DELPHI, and DELPHI may not assign the License to any person unless ORBITAL has given approval to the assignment, which ORBITAL may give or refuse at its absolute discretion, provided that DELPHI may assign the License to the successor to that portion of its business to which the License relates, or to any Affiliated Company. 8.2. Subject to clause 8.3, DELPHI may not grant a sub-license under the License to any person unless ORBITAL has given approval to the grant of the sub-license, which ORBITAL may give or refuse at its absolute discretion. 8.3. DELPHI may grant sub-licenses under this License to an Affiliated Company to Delphi, provided that: 8.3.1. notice of any such sub-license is given to ORBITAL; 8.3.2. the provisions of clause 8.4 shall apply to any such sub-license; and 8.3.3. any such sub-license shall terminate forthwith in the event that sub-licensee ceases to be an Affiliated Company of DELPHI, unless ORBITAL has given approval to the continuance of the sub-license. 8.3.4. any such sub-license shall not discharge or modify any of DELPHI’s undertakings under or arising out of this Agreement. 8.4. The following provisions shall apply to any sub-license which may be approved by ORBITAL (in addition to any other requirements which ORBITAL may at the time of giving its approval stipulate as being conditions upon or subject to which that approval is given): 8.4.1. DELPHI shall be and remain responsible and liable to ORBITAL under this agreement for and in relation to all acts and conduct on the part of the sub-licensee in all respects as fully as if acts and conduct on the part of the sub-licensee were the acts and conduct of DELPHI. 8.4.2. Without affecting the generality of clause 8.4.1, manufacture, use and sale of Licensed Products by the sub-licensee will be treated for purposes of this Agreement as manufacture, use and sale thereof by DELPHI. 8.4.3. The sub-license shall be on terms which are consistent with the provisions of this Agreement, provided always that the sub-licensee shall not have any right or power to grant or extend to any other person, by way of a further sub-license or otherwise, any of the sub-licensee’s rights under or arising out of the sub-license.
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Assignments and Sub-Licenses. This License is not assignable. Notwithstanding this provision, the Licensee may hire subcontractors to perform manufacturing and distribution activities under this Agreement.
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Assignments and Sub-Licenses. This License and the rights granted to Licensee hereunder are not assignable or sub-licensable, and any attempt by the Licensee to assign any portion of the License or to grant a sub-license shall be deemed a breach of this Agreement and shall be cause for termination. Notwithstanding this provision, the Licensee may hire subcontractors to perform manufacturing and distribution activities under this Agreement.
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Assignments and Sub-Licenses. Nutraceutix shall not assign its rights hereunder without the prior written consent of SCOLR. SCOLR may assign its rights hereunder without the consent of Nutraceutix.
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Assignments and Sub-Licenses. Except as otherwise provided in Section 16, Licensee shall not assign, transfer or sub-license any of its rights under this Agreement or delegate any of its obligations under this Agreement without Friday's prior written approval. Any assignment, transfer, sub-license or delegation made by Licensee without Friday's prior written approval shall be void ab initio and constitute a material breach of this Agreement. [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ("SEC") PURSUANT TO SEC RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
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Related to Assignments and Sub-Licenses

  • Assignments and Subleases A. The Concessionaire shall not assign this Lease in whole or in part, nor sublet all or any part of the Properties, such as vending and game machines, without first obtaining the written consent of the Director. In the event the Director consents to any such assignment or sublease, the Concessionaire shall remain primarily liable for the payments herein provided, unless expressly provided otherwise by the written consent of the Director. This prohibition against assigning or subletting shall be construed to include a prohibition against any assignment or subletting created by operation of law. If this Lease is assigned, or if the Properties or any part thereof is underlet or occupied by anybody other than the Concessionaire without the consent of the Director as hereinabove provided, the Department may collect rent from the assignee, undertenant, or occupant, and apply the net amount collected to the rent herein reserved, but no such assignment, underletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the assignee, undertenant or occupant as the Concessionaire, or a release of the Concessionaire from further performance by the Concessionaire of the terms contained in this Lease. B. Notwithstanding any assignment or sublease, the Concessionaire shall remain fully liable on this Lease and shall not be released from performing any of the terms, covenants, and conditions of this Lease, including payment terms as specified herein based on total dollar revenues, including the total sale amount of consigned items.

  • Assignments and Subcontracts The Contractor’s rights and obligations hereunder are personal and may not be transferred, assigned or subcontracted without the prior, written consent of the UCRC, which consent shall not be unreasonably withheld. Any attempt of Contractor at assignment, transfer, or subcontracting without such consent shall be void. All assignments, subcontracts, or subcontractors approved by the Contractor or the UCRC are subject to all of the provisions hereof. The Contractor shall be solely responsible for all aspects of the Contractor’s subcontracting arrangements and performance. The UCRC is solely responsible for all aspects of its subcontracting arrangements and performance.

  • Licenses, Permits and Authorizations The related Mortgagor has represented in the related Mortgage Loan documents that, and to the actual knowledge of the Seller, as of the date of origination of such Mortgage Loan, all material licenses, permits and authorizations then required for use of the related Mortgaged Property by such Mortgagor, the related lessee, franchisor or operator have been issued and were valid and in full force and effect.

  • ASSIGNMENTS AND SUBCONTRACTING Motorola may assign its rights or subcontract its obligations under this Agreement, or encumber or sell its rights in any Software, without prior notice to or consent of Licensee.

  • Licenses, Permits and Approvals Seller has not received any written notice, and Seller has no knowledge that the Property fails to comply with all applicable licenses, permits and approvals and federal, state or local statutes, laws, ordinances, rules, regulations, requirements and codes including, without limitation, those regarding zoning, land use, building, fire, health, safety, environmental, subdivision, water quality, sanitation controls and the Americans with Disabilities Act, and similar rules and regulations relating and/or applicable to the ownership, use and operation of the Property as it is now operated. Seller has received all licenses, permits and approvals required or needed for the lawful conduct, occupancy and operation of the business of the Hotel, and each license and permit is in full force and effect, and will be received and in full force and effect as of the Closing. No licenses, permits or approvals necessary for the lawful conduct, occupancy or operation of the business of the Hotel, to Seller’s knowledge requires any approval of a governmental authority for transfer of the Property except as set forth in Exhibit D.

  • Assignments and Subletting The Tenant shall not assign, mortgage or otherwise encumber or transfer this Lease or sublet the Leased Premises or any part thereof without having obtained the Landlord's prior written consent. The Landlord may withhold its consent arbitrarily to a proposed assignment of this Lease or sublease of the Leased Premises or any part thereof if it elects to exercise its right of termination hereinafter set forth. If such termination right is not exercised, the Landlord covenants not to withhold its consent unreasonably as to any assignee or sublessee who is in satisfactory financial condition, agrees to use the Leased Premises for the purposes and in the manner permitted and specified hereunder, and is otherwise satisfactory to the Landlord. No partial assignment shall be permitted. The Tenant shall not assign this Lease or sublet the Leased Premises or any part thereof unless: a) it shall have received or procured a bona fide written offer to take an assignment or sublease which is not inconsistent with this Lease, and the acceptance of which would not breach any provision of this Lease; and b) it shall have first requested and obtained the consent in writing of the Landlord thereto. Any request for consent shall be in writing and accompanied by a true copy of the offer, all information available to the Tenant and requested by the Landlord as to the responsibility, financial standing and business of the proposed assignee or subtenant and payment of such amount as the Landlord reasonably requires to reimburse it for its time and expense in considering the request for consent. Notwithstanding the provisions of subsection (a), within 10 days after the receipt by the Landlord of such request for consent and of all information which the Landlord shall have requested hereunder, the Landlord shall have the right upon written notice of termination submitted to the Tenant, if the request is to assign this Lease or sublet the Leased Premises, to cancel and terminate this Lease as of a termination date to be stipulated in the notice of termination which shall be not less than 60 days or more than 90 days following the giving of such notice. In such event the Tenant shall surrender the Leased Premises in accordance with such notice of termination and rent and additional rent shall be apportioned and paid to the date of surrender. If such consent shall be given, the Tenant shall assign or sublet, as the case may be, only upon the terms set out in the offer submitted to the Landlord. No assignment or subletting of this Lease shall be effective unless the assignee or sublessee shall execute an assumption agreement on the Landlord's form, prepared at the expense of the Tenant, assuming all the obligations of the Tenant hereunder. The Tenant agrees that any consent to an assignment or subletting of this Lease or Leased Premises shall not thereby release the Tenant of its obligations hereunder. The consent by the Landlord to an assignment or subletting, if granted, shall not constitute a waiver of the necessity for the Tenant to obtain the prior written consent of the Landlord to a subsequent assignment or subletting. Without limitation, the Tenant shall for the purpose of this Lease be considered to assign or sublet in any case where it permits the Leased Premises or any portion thereof to be, or the Leased Premises or any portion thereof are, occupied by persons other than the Tenant, its employees and others engaged in carrying on the business of the Tenant, whether pursuant to assignment, subletting, parting with or sharing possession, license or other right, or where any of the foregoing occurs by operation of law.

  • Permits and Licenses The Contractor shall observe and comply with all laws, rules, and regulations affecting services under this Agreement. The Contractor shall procure and keep in full force and effect during the term of this Agreement all permits and licenses necessary to accomplish the Work contemplated in this Agreement.

  • Licenses and Permits Each Mortgagor covenants in the Mortgage Loan documents that it shall keep all material licenses, permits, franchises, certificates of occupancy and applicable governmental approvals necessary for the operation of the Mortgaged Property in full force and effect, and to the Mortgage Loan Seller’s knowledge based upon any of a letter from any government authorities, zoning consultant’s report or other affirmative investigation of local law compliance consistent with the investigation conducted by the Mortgage Loan Seller for similar commercial and multifamily mortgage loans intended for securitization; all such material licenses, permits, franchises, certificates of occupancy and applicable governmental approvals are in effect or the failure to obtain or maintain such material licenses, permits, franchises or certificates of occupancy and applicable governmental approvals does not materially and adversely affect the use and/or operation of the Mortgaged Property as it was used and operated as of the date of origination of the Mortgage Loan or the rights of a holder of the related Mortgage Loan. The Mortgage Loan documents require the related Mortgagor to comply in all material respects with all applicable regulations, zoning and building laws.

  • Licenses and Assignments Except as otherwise permitted by the Secured Debt Agreements, each Assignor hereby agrees not to divest itself of any right under any Patent or Copyright absent prior written approval of the Collateral Agent.

  • Intellectual Property Agreements Borrower shall not permit the inclusion in any material contract to which it becomes a party of any provisions that could or might in any way prevent the creation of a security interest in Borrower's rights and interests in any property included within the definition of the Intellectual Property Collateral acquired under such contracts.

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