Limited Right of Assignment. No Limited Partner may directly or indirectly sell, transfer, assign, hypothecate, pledge or otherwise dispose of or encumber all or any part of such Partner’s Interest (including, without limitation, any right to receive distributions or allocations in respect of such Interest and whether voluntarily, involuntarily or by operation of law) (each, an “Assignment”) without the prior written consent of the General Partner, the granting or denial of which shall be in the General Partner’s discretion. Each Limited Partner and each assignee thereof hereby agrees that it will not effect any Assignment of all or any part of its Interest (whether voluntarily, involuntarily or by operation of law) in any manner contrary to the terms of this Agreement or that violates or causes the Partnership or the General Partner to violate the Securities Act, the Exchange Act, the Investment Company Act, ERISA, or the laws, rules, regulations, orders and other directives of any Governmental Authority.
Limited Right of Assignment. The rights granted to AMD under this Agreement may not be transferred, assigned, or sublicensed, except in connection with the transfer, sale, or purchase of substantially all of the assets of one or more businesses to which the subject matter of the OPTi C-ISA Patents is related. In connection with any such transfer, AMD shall have the right to assign the rights provided for under by this agreement to a third-party transferee; however, in the event of assignment the patent license set forth in Section 3 above will not extend to products already being made or sold by the transferee as of the date of the transfer or products made or sold by the transferee after the date of transfer. AMD shall provide written notice to OPTi of any such transfer at least thirty (30) days prior to or after the date of such transfer. Nevertheless, the transferee may under the license granted herein continue to make and sell the same AMD Products and derivatives thereof as made and sold by AMD and in similar volumes as at the time of transfer.
Limited Right of Assignment. Anything in Section 16.12 of the Agreement to the contrary notwithstanding, Seller's obligations to Buyer under Section 11.2.2 of the Agreement may be assigned by Buyer (subject to Section 11.3 and any other limitations applicable to such obligations within the Agreement) to any lender to whom Buyer grants a security interest in all or any portion of the Real Property (a "Lender Indemnitee") and by any Lender Indemnitee or its successors to any person or entity who acquires ownership of such portion following the Lender Indemnitee's foreclosure or deed in lieu of foreclosure of its security interest (a "Lender's Successor Indemnitee"), provided, however, that Seller's obligations to any Lender's Successor Indemnitee under Section 11.2.2 of the Agreement shall apply and be enforced against Seller only if within eight (8) years after the Closing Date (a) the liability or loss is asserted against or incurred by Lender's Successor Indemnitee, and (b) Lender's Successor Indemnitee commences litigation against Seller regarding such liability or loss. The assignment described in this section shall occur automatically upon the acquisition of any portion of the Real Property by a Lender Indemnitee by foreclosure or by deed in lieu of foreclosure, and upon the conveyance by such Lender Indemnitee or its successors of ownership of any portion of the Real Property to any Lender's Successor Indemnitee, and Seller shall not be liable based on any assignment under this section unless a Lender Indemnitee shall have either foreclosed the security interest given by Buyer in any portion of the Real Property or obtained from Buyer a deed in lieu of foreclosure.
Limited Right of Assignment. Except as set forth below, this Agreement may not be assigned by Licensee, and any such attempted assignment hereof shall be void and of no effect. Licensee shall have the to right assign its rights in and to, and to delegate its duties under this Agreement, solely to Xxxx Philippe Fragrances, LLC, a New York limited liability company, which is a wholly-owned subsidiary of Guarantor, and solely in respect of Mass Market Products. Guarantor consents to such assignment and delegation, and agrees that its guarantee of this Agreement shall apply to the obligations of Xxxx Philippe Fragrances, LLC as if Xxxx Philippe Fragrances, LLC were named as a licensee in the Agreement. Further, the form of assignment and delegation shall be subject to the approval of Licensor.
Limited Right of Assignment. If LICENSEE shall cease to operate the Background/Foreground Music Service referred to in this agreement and if LICENSEE shall have discharged all the obligations of LICENSEE to SOCIETY under this agreement, then LICENSEE shall have the right to assign this agreement for the balance of its term upon the express condition that such assignee shall accept such assignment and shall agree to assume and to carry out and perform all the terms and conditions of this agreement on the part of the LICENSEE to be kept and performed for the balance of the term of this agreement. Upon such acceptance and assumption, LICENSEE shall be relieved of any future obligations hereunder. Except as hereinabove expressly provided, LICENSEE shall have no right to transfer or assign this agreement, the rights granted hereunder being personal to LICENSEE.
Limited Right of Assignment. No Limited Partner may directly or indirectly sell, transfer, assign, hypothecate, pledge, or otherwise dispose of or encumber all or any part of such Partner’s Interest (including, without limitation, any right to receive distributions or allocations in respect of such Interests, whether voluntarily, involuntarily or by operation of Applicable Law) (each, an “Assignment”) without the prior written consent of the General Partner, the granting or denial of which shall be in the General Partner’s sole and absolute discretion. Each Limited Partner and each assignee thereof hereby agrees that it will not effect any Assignment of all or any part of its Interest (whether voluntarily, involuntarily or by operation of law) in any manner contrary to the terms of this Agreement or that violates or causes the Fund or the General Partner to violate the Securities Act, the Exchange Act, the Investment Company Act, or other Applicable Law or other directives of any Governmental Authority.
Limited Right of Assignment. No Limited Partner may directly or indirectly sell, transfer, assign, hypothecate, pledge, or otherwise dispose of or encumber all or any part of such Partner’s interest (including, without limitation, any right to receive distributions or allocations in respect of such interest in the Partnership and whether voluntarily, involuntarily, or by operation of law) (each, an “Assignment”) without the prior written consent of the General Partner, the granting or denial of which shall be in the General Partner’s discretion. Each Limited Partner and each assignee thereof hereby agrees that it will not affect any Assignment of all or any part of its interest in the Partnership (whether voluntarily, involuntarily, or by operation of law) in any manner contrary to the terms of this Agreement or that violates or causes the Partnership or the General Partner to violate the Securities Act, the Exchange Act, the 1940 Act, ERISA, or the laws, rules, regulations, orders, and other directives of any Governmental Authority.
Limited Right of Assignment. No Member may directly or indirectly sell, transfer, assign, hypothecate, pledge or otherwise dispose of or encumber all or any part of its Membership Units (including any right to receive distributions or allocations in respect of such Membership Units and whether voluntarily, involuntarily or by operation of law) (each, an “Assignment”) without the prior written consent of the Managing Member, the granting or denial of which shall be in the Managing Member’s sole discretion. Each Member and each assignee thereof hereby agrees that it will not effect any Assignment of all or any part of its Membership Units (whether voluntarily, involuntarily or by operation of law) in any manner contrary to the terms of this Agreement or that violates or causes the Operating Company or the Managing Member to violate the Securities Act, the Exchange Act, the Investment Operating Company Act, or Applicable Laws.
Limited Right of Assignment. Notwithstanding the provisions of ------------------------------ Paragraph 12 to the contrary, Lessee shall have the right to assign this Lease in its entirety, subject to the provisions of Paragraph 12.2 of this Lease, to Digital Bridge, Inc., in connection with a corporate reorganization. LESSOR: LESSEE: 24X7 Development.Com, Inc., a Delaware Corporation /s/ Thomas P. Pecht ------------------------------- Thomas P. Pecht, Indivxxxxxxx, By: /s/ John C. Flander, Jr. ------------------------------- Its: CEO ------------------------------- By: /s/ Sandra J. High by Thomax X. Xxxxt, Attornxx-xx-Xxxx -------------------------------------------------------- Sandra J. High by Thomax X. Xxxxt Attxxxxx-xx-Xxxx By: /s/ Ann Maureen King by Txxxas X. Xxxxx, Xxtornxx-xx-Xxxx ------------------------------------------------------------ Ann Maureen King by Xxomxx X. Xxxxx Atxxxxxx-xx-Xxxx Address: C/o Thomas P. Pecht 4500 X. Xxxx Xxxxxx Xxxxxx, Xxxxxornia 93030 Tel No. (805) 485-4639 Fax No. (000) 005-9997
Limited Right of Assignment. The rights granted to VIA under this Agreement may not be transferred, assigned, or sublicensed, except in connection with the transfer, sale, or purchase of substantially all of the assets of one or more businesses to which the subject matter of the OPTi Patents is related. In connection with any such transfer, VIA shall have the right to assign the license set forth in Section 3 above to a third-party transferee; however, in the event of assignment the patent license set forth in Section 3 above will not extend to products already being made or sold by the transferee as of the date of the transfer or products made or sold by the transferee after the date of transfer. VIA shall provide written notice to OPTi of any such transfer at least thirty (30) days prior to the date of such transfer. Nevertheless, the transferee may under the license granted herein continue to make and sell the same products and derivatives thereof as made and sold by VIA and in similar volumes as at the time of transfer.
