By Franchisor. This Agreement may be assigned by Franchisor or by any successor, to any party or corporation which may succeed to the business of Franchisor or of such successor by sale of assets, merger, or consolidation or otherwise, and may also be assigned by Franchisor or by such successor to the shareholders thereof in connection with any distribution of the assets of said party or corporation, provided, the assignee assumes the responsibilities and obligations of Franchisor under this Agreement.
By Franchisor. In the event Franchisee is sued for damages in any suit or action based on grounds of Franchisee's infringing use of any Proprietary Mark xxxensed to Franchisee by Franchisor, or of Franchisee's infringing use of materials provided to Franchisee by Franchisor for use in the franchised The Princeton Review business, Franchisor shall defend the suit or action and shall indemnify Franchisee for all damages awarded, provided: Franchisee gives Franchisor immediate notice of any suits or actions instituted or threatened against Franchisee and reasonably cooperates in its defense, and Franchisor has the sole right to control the defense of, and the sole discretion to compromise and settle, any such suit or action.
By Franchisor. This Agreement shall be fully transferable by Franchisor.
By Franchisor. This Agreement may be assigned and transferred by Franchisor and will benefit Franchisor's successors and assigns. Any such assignment or transfer will require the assignee to fulfill Franchisor's obligations under this Agreement.
By Franchisor. The occurrence of any of the following will adversely and substantially affect the interests of Franchisor and will be deemed an Event of Default constituting just cause for exercising any of the remedies set forth herein.
By Franchisor. This Agreement is fully transferable by Franchisor, and Franchisor may assign or delegate any or all of its rights and obligations under this Agreement to an Affiliate or an unaffiliated third party.
By Franchisor. Franchisor may, at its option, terminate the Agreement Term or the Development Term, effective upon the delivery of written notice of termination to Master Franchisee or, if applicable, upon Master Franchisee’s failure to cure a breach of this Agreement before the expiration of any period of time within which such breach may be cured in accordance with the provisions set forth below, if:
By Franchisor. This Agreement is fully transferable by Franchisor and shall inure to the benefit of any assignee or other legal successor to the interests of Franchisor herein. Master Franchisee acknowledges and agrees that Franchisor may assign or delegate any or all of its rights and obligations under this Agreement to an Affiliate or an unaffiliated third party. In the event Franchisor delegates or assigns any obligations as aforesaid, Franchisor may direct Master Franchisee to make payments due to Franchisor hereunder directly to the delegate or assignee.
By Franchisor. Franchisor may at its option terminate the Agreement Term or the Development Term, effective upon the delivery of written notice of termination to Master Franchisee or, if applicable, upon Master Franchisee's failure to cure a breach of this Agreement before the expiration of any period of time within which such breach may be cured in accordance with the provisions set forth below, if: (i) Master Franchisee fails to satisfy the Development Quota for two consecutive Development Periods or an aggregate of four (4) Development Periods; (ii) Franchisor elects to terminate this Agreement as provided in Section 6.5; (iii) Master Franchisee or an Owner makes an assignment or transfer in violation of this Agreement; (iv) Master Franchisee or an Owner of a Controlling Interest in Master Franchisee is convicted by a trial court of, or pleads guilty to, a crime or offense that may adversely affect the goodwill associated with the Marks or the reputation of QUIZNO'S Restaurants, or engages in conduct that adversely affects the reputation of Franchisor or the goodwill associated with the Marks; (v) Master Franchisee or an Owner applies for trademark or service xxxx registration of any of the Marks anywhere in the world, or makes any unauthorized use of the Marks or an unauthorized use or disclosure of the Confidential Information; (vi) Master Franchisee becomes insolvent in the sense that Master Franchisee is unable to pay its bills as they become due or the liabilities of Master Franchisee exceed its assets; (vii) Master Franchisee makes an assignment for the benefit of creditors or an admission of its inability to pay its obligations as they become due; (viii) Master Franchisee files a voluntary petition in bankruptcy, files any pleading seeking any reorganization, liquidation or dissolution under any law, admits or fails to contest the material allegations of any such pleading filed against it, or is adjudicated a bankrupt or insolvent; (ix) a receiver, trustee, liquidator or other person acting in a comparable capacity is appointed for a substantial part of the assets of Master Franchisee; (x) the claims of creditors of Master Franchisee or its Owners are abated or subject to a moratorium under any law; (xi) a Restricted Person violates the restrictions set forth in Section 9 or Section 10; (xii) Master Franchisee fails to pay any amount when due hereunder to Franchisor and fails to correct such failure within ten (10) days after written notice thereof; or (xiii) M...
By Franchisor. Franchisor shall have the right to terminate this Agreement, effective upon delivery of written notice of termination to AD, unless otherwise noted below (subject to any state laws to the contrary, in which case state law shall prevail), if AD (or any of its shareholders, members, owners, managers, or partners or the Managing Owner):
