Assumption; Assignment Sample Clauses
Assumption; Assignment. This Note shall be binding upon and inure to the benefit of the Company and the Holder and their respective successors and assigns, except that (1) neither the Holder nor the Company may assign or transfer any of its rights or obligations under this Note without the prior written consent of the other party (except that the Holder may assign or transfer any of its rights or obligations to its Affiliates without the prior written consent of the Company), which consent may not be unreasonably withheld and (2) the Holder may not sell or transfer this Note or the shares of Common Stock issuable upon conversion of the Note except in conformity with the requirements of the legend on the first page of this Note. Prior to the consummation of any Change of Control, the Company shall secure from any person purchasing the Company’s assets or Common Stock or any successor resulting from such Change of Control (in each case, an “Acquirer”) a written agreement by the Acquirer to assume the obligations under this Note or deliver to the Holder a security of the Acquirer evidenced by a written instrument substantially similar in form and substance to the Note, including, without limitation, having a principal amount and interest rate equal to the principal amounts and the interest rate of the Note. Any purported assignment or transfer in breach of this Section 10 shall be of no force and effect.
Assumption; Assignment. If the trustee or the debtor-in-possession has assumed this Lease, under the terms of Section 27(A) or (B), and elects to assign Lessee's interest under this Lease or the estate created by that interest to any other person or entity, that interest or estate may be assigned only if Lessor acknowledges in writing that the intended assignee has provided Adequate Assurance of Future Performance (as hereinbelow defined in Section 27(E)), of all of the terms, covenants, and conditions of this Lease to be performed by Lessee, specifically including, but not limited to, the continuing Permitted Use of the Leased Premises.
Assumption; Assignment. The covenants and provisions of this Master Agreement are binding upon and inure to the benefit of the successors and assigns of the parties hereto. Notwithstanding the preceding sentence, a Party may neither assign nor transfer any rights or obligations under this Master Agreement without the prior written consent of the other Parties. There are no third party beneficiaries of this Master Agreement.