Transfer and Assignability Sample Clauses

Transfer and Assignability. 9.1 You shall not sublicense, assign, or transfer this Licence or the Software to another party (regardless of whether or not the other party agrees to accept the terms and conditions herein) unless otherwise expressly permitted in writing by Modality Systems. Any attempt otherwise to sublicense, assign, or transfer any of the rights, duties, or obligations hereunder renders this Licence void. 9.2 In the event of a consolidation or merger of Modality Systems with or into another company or entity, or the sale of all or a substantial part of the assets of Modality Systems, Modality Systems may assign this Licence to any successor in interest and upon such assignment, Modality Systems shall have no further liability hereunder and the successor in interest shall be subject to all obligations and be entitled to enforce all rights of Modality Systems under this Licence. 9.3 Subject to the foregoing, this Licence shall bind and inure to the benefit of the parties and their respective successors and assigns.
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Transfer and Assignability. 9.1 You shall not sublicense, assign, or transfer this Licence or the Software to another party (regardless of whether or not the other party agrees to accept the terms and conditions herein) unless otherwise expressly permitted in writing by Nasstar. Any attempt otherwise to sublicense, assign, or transfer any of the rights, duties, or obligations hereunder renders this Licence void. 9.2 In the event of a consolidation or merger of Nasstar with or into another company or entity, or the sale of all or a substantial part of the assets of Nasstar, Nasstar may assign this Licence to any successor in interest and upon such assignment, Nasstar shall have no further liability hereunder and the successor in interest shall be subject to all obligations and be entitled to enforce all rights of Nasstar under this Licence. 9.3 Subject to the foregoing, this Licence shall bind and inure to the benefit of the parties and their respective successors and assigns.
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Transfer and Assignability. This Agreement may not be assigned without the prior written restrictions of this Section shall not constitute a waiver of any claims a party may have against the transferor or assignor under this Agreement, nor shall it be deemed a waiver of a party’s right to demand exact com- pliance with any of the terms or conditions of the Agreement by the assignee or transferee.
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Transfer and Assignability. In order to avoid any potential conflict between TAIS and other potential investors, including, without limitation, the inevitable disclosure of TAIS' Confidential Information, except upon a merger, acquisition or sale of all or substantially all assets related to the line of business within which the rights granted herein are employed, neither party may assign, voluntarily, any rights or delegate any duties under this Agreement (other than to receive payments) without the other party's prior written consent (which shall not be unreasonably withheld or delayed) and any attempt to do so without consent will be void. Because of the inevitable disclosure of Confidential Information incident thereto, it shall not be unreasonable to withhold consent in the case of a proposed assignment to a competitor of the party whose consent is requested. This Agreement will bind and inure to the benefit of the parties and their permitted and respective successors and permitted assigns. Each party shall be fully responsible and liable for the obligations of all of its affiliates under the provisions of this Agreement. For the purposes of this Section 15.2, assignment shall include the acquisition by a third party of [**] or more of the ownership or voting interests in Artisoft, provided that, in the case Of Such a proposed acquisition not consented to by TAIS, and notwithstanding the preceding provisions of this section, TAIS's sole remedy, which it may choose to exercise in its sole discretion, shall be to terminate this Agreement and to receive within ten (10) days of written demand therefor a refund of the total amount of TAIS payments toward the Minimum Commitment in excess of the actual royalty payments that would have been owed hereunder by TAIS to Artisoft absent the Minimum Commitment.
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Transfer and Assignability 
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Related to Transfer and Assignability

  • Transfer and Assignment Party A may assign or transfer any of its rights or delegate any of its duties hereunder to any Affiliate of Party A that has a long-term issuer rating or a rating for its long term, unsecured and unsubordinated indebtedness that is equal to or better than Party A’s credit rating at the time of such assignment or transfer so long as (a) such assignee or transferee is organized under the laws of the United States or any State thereof; (b) Party B will not be required to pay to such assignee or transferee an amount in respect of an Indemnifiable Tax under Section 2(d)(i)(4) of the Agreement greater than the amount in respect of which Party B would have been required to pay Party A in the absence of such assignment or transfer; (c) Party B will not receive a payment from which an amount has been withheld or deducted on account of a Tax under Section 2(d)(i) of the Agreement in excess of that which Party A would have been required to so withhold or deduct in the absence of such assignment or transfer, unless Party A would be required to pay to Party B amounts under Section 2(d)(i)(4) of the Agreement in respect of such Tax; and (d) no Event of Default, Potential Event of Default, Termination Event, Potential Adjustment Event or Acceleration Event will occur as a result of such assignment or transfer. Notwithstanding any other provision in this Confirmation to the contrary requiring or allowing Party A to purchase, sell, receive or deliver any Shares or other securities to or from Party B, Party A may designate any of its Affiliates to purchase, sell, receive or deliver such Shares or other securities and otherwise to perform Party A’s obligations in respect of the Transaction and any such designee may assume such obligations. Party A shall be discharged of its obligations to Party B to the extent of any such performance.

  • Transfers and Assignments You cannot assign or transfer any interest in your account unless we agree in writing.

  • Binding Effect and Assignability This Subscription Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, successors, legal representatives and assigns. The Subscriber agrees not to transfer or assign this Subscription Agreement, or any of the Subscriber’s interest herein.

  • Binding Effect and Assignment This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.

  • Transfer and Assignment of Interests With the exception of transfers between family members, stated in 6.3, Members who wish to transfer, assign, convey or sell their Membership Interest must obtain unanimous written approval from the other Members. The other Members may approve or reject this request in their sole discretion.

  • Successors and Assigns; Assignment of Agreement This Agreement shall bind and inure to the benefit of and be enforceable by the Primary Servicer and the Master Servicer and the respective successors and assigns of the Primary Servicer and the Master Servicer. This Agreement shall not be assigned, pledged or hypothecated by the Primary Servicer to a third party except as otherwise specifically provided for herein. If the Master Servicer shall for any reason no longer act in such capacity under the Pooling and Servicing Agreement (including, by reason of Servicer Termination Event), any successor to the Master Servicer under Pooling and Servicing Agreement (including the Trustee if the Trustee has become such successor pursuant to Section 7.02 of the Pooling and Servicing Agreement) may thereupon assume all of the rights and, except to the extent they arose prior to the date of assumption, obligations of the Master Servicer under this Agreement.

  • Binding Effect; Successors and Assigns This Agreement shall be binding upon and inure to the benefit of and be enforceable by the parties hereto and their respective successors, assigns, including any direct or indirect successor by purchase, merger, consolidation or otherwise to all or substantially all of the business and/or assets of the Company, spouses, heirs, and personal and legal representatives. The Company shall require and cause any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all, substantially all, or a substantial part, of the business and/or assets of the Company, by written agreement in form and substance satisfactory to Indemnitee, expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. This Agreement shall continue in effect with respect to Claims relating to Indemnifiable Events regardless of whether Indemnitee continues to serve as a director, officer, employee, agent, controlling person, or fiduciary of the Company or of any other enterprise, including subsidiaries of the Company, at the Company’s request.

  • Binding on Successors, Transferees and Assigns; Assignment This Security Agreement shall remain in full force and effect until the Termination Date has occurred, shall be binding upon the Grantors and their successors, transferees and assigns and shall inure to the benefit of and be enforceable by each Secured Party and its successors, transferees and assigns; provided that no Grantor may (unless otherwise permitted under the terms of the Credit Agreement or this Security Agreement) assign any of its obligations hereunder without the prior written consent of all Lenders.

  • Successors and Assigns; Assignment Except as otherwise provided in this Agreement, this Agreement, and the rights and obligations of the parties hereunder, will be binding upon and inure to the benefit of their respective successors, assigns, heirs, executors, administrators and legal representatives. The Company may assign any of its rights and obligations under this Agreement. No other party to this Agreement may assign, whether voluntarily or by operation of law, any of its rights and obligations under this Agreement, except with the prior written consent of the Company.

  • Successors and Assignment This Agreement shall (a) be binding upon and inure to the benefit of all successors and assigns of the Company (including any transferee of all or a substantial portion of the business, stock and/or assets of the Company and any direct or indirect successor by merger or consolidation or otherwise by operation of law), and (b) be binding on and shall inure to the benefit of the heirs, personal representatives, executors and administrators of the Independent Director. The Independent Director has no power to assign this Agreement or any rights and obligations hereunder.

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