Common use of SUBLICENSING AND ASSIGNMENT Clause in Contracts

SUBLICENSING AND ASSIGNMENT. (a) Licensee's rights under this Agreement may not be sublicensed without the prior written consent of Licensor, which consent may be granted or withheld in the sole and absolute discretion of Licensor. Approval of one sublicense shall not be deemed an approval of any other sublicense. (b) Licensee shall have no right or power to assign this Agreement, or any interest therein, nor may this Agreement or any interest therein be assignable by operation of law, or otherwise, without the prior written consent of Licensor, which may be granted or withheld in the sole and absolute discretion of Licensor. An assignment shall be deemed to have occurred in the event that fifty percent (50%) or more of the ownership interests (which means shares if Licensee is a corporation, or general partnership interests if Licensee is a partnership) of Licensee shall be sold or otherwise transferred to any person or entity who does not hold an ownership interest as of the date that this Agreement is executed. (c) Any assignment or sublicensing (or attempt to do either of the foregoing) by Licensee without the prior written consent of Licensor shall be null and void and of no force or effect and shall also constitute grounds for immediate termination as provided in Paragraph 9(a) of this Agreement. No approved assignment or sublicensing shall release Licensee from any of its obligations hereunder, unless a release of liability is expressly agreed upon in writing by Licensor.

SUBLICENSING AND ASSIGNMENT. (a) Licensee's rights right under this Agreement may not be sublicensed without the prior written consent of Licensor, which consent may be granted or withheld in the sole and absolute discretion of Licensor. Approval of one sublicense shall not be deemed an approval of any other sublicense. (b) Licensee shall have no right or power to assign this Agreement, or any interest therein, nor may this Agreement or any interest therein be assignable beassignable by operation of law, or otherwise, without the prior written consent of Licensor, which with may be granted or withheld in the sole and absolute discretion of Licensor. An assignment shall be deemed to have occurred in the event that fifty percent (50%) or more of the ownership interests (which means shares if Licensee is a corporation, or general partnership interests if Licensee is a partnershippartnership or membership interests if Licensee is a limited liability company) of Licensee shall be sold or otherwise transferred to any person or entity who does not hold an ownership interest as of the date that this Agreement is executed. (c) Any assignment or sublicensing (or attempt to do either of the foregoing) by Licensee without the prior written consent of Licensor shall be null and void and of no force or effect and shall also constitute grounds for immediate termination as provided in Paragraph 9(a8(a) of this Agreementhereof. No approved assignment or sublicensing shall release Licensee from any of its obligations hereunder, unless a release of liability is expressly agreed upon in writing by Licensor.