Common use of No Assignment; Exceptions Clause in Contracts

No Assignment; Exceptions. Notwithstanding anything in this Agreement to the contrary, the Licensee shall not assign or otherwise transfer in whole or in part (whether voluntarily or by action of law), directly, indirectly, or contingently this Agreement, any License, or any interest herein without the County's prior written consent. Notwithstanding the foregoing, the Licensee shall have the right to: (i) assign this Agreement and all of the Licenses to the Parent of the Licensee or to another Affiliate of the Licensee having the same Parent as the Licensee; (ii) assign the Licenses and this License Agreement to the Parent of the Licensee or to an Affiliate of the Licensee having the same Parent as the Licensee; (iii) consummate any transaction that is the result of a merger of the Parent of the Licensee; or (iv) consummate any transaction that is the result of a merger of the Parent of the Licensee’s Parent, or any other Parent entity in a direct line of ownership between the Licensee and the Licensee’s ultimate parent entity.

Appears in 4 contracts

Samples: Master Dark Fiber License Agreement, Master Dark Fiber License Agreement, Master Dark Fiber License Agreement

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No Assignment; Exceptions. Notwithstanding anything in this Agreement to the contrary, the Licensee shall not assign or otherwise transfer in whole or in part (whether voluntarily or by action of law), directly, indirectly, or contingently this Agreement, any License, or any interest herein without the County's prior written consent. Notwithstanding the foregoing, the Licensee shall have the right to: (i) assign this Agreement and all of the Licenses to the Parent of the Licensee or to another Affiliate of the Licensee having the same Parent as the Licensee; (ii) assign the Licenses and this License Agreement to the Parent of the Licensee or to an Affiliate of the Licensee having the same Parent as the Licensee; (iii) consummate any transaction that is the result of a merger of the Parent of the Licensee; or (iv) consummate any transaction that is the result of a merger of the Parent of the Licensee’s Parent, or any other Parent entity in a direct line of ownership between the Licensee and the Licensee’s ultimate parent entity.

Appears in 1 contract

Samples: Master Dark Fiber License Agreement

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