Transfer by Licensee. Licensee may not assign or transfer any of its rights under this Agreement.
Transfer by Licensee. Licensee shall have the right to transfer all or any part of its rights or obligations herein to any person or legal entity only with the express written consent of Licensor, which consent shall not be unreasonably withheld. Any such transfer shall be effected so as to recognize the pre-existing rights of Licensee under this Agreement.
Transfer by Licensee. Licensee understands and acknowledges that the rights and duties created by this Agreement are personal to Licensee and that Licensor has granted the licenses hereunder to Licensee in reliance upon its perceptions of Licensee's individual character, skill, aptitude, attitude, business ability and financial capacity. Accordingly, Licensee agrees as follows:
Transfer by Licensee. Licensee understands and acknowledges that the rights and duties set forth in this Agreement are personal to Licensee and that Licensor has granted this license in reliance on Licensee's business skill, financial capacity and character. Accordingly, Licensee shall not sell, assign, transfer, convey, give away, hypothecate, pledge, sublicense or otherwise dispose of, alienate or encumber, whether or not for consideration, this license, without the prior written consent of Licensor. Any purported assignment or transfer not having the written consent of Licensor required by this Section shall be null and void and shall constitute a material breach of this Agreement, for which Licensor may then terminate this Agreement. Licensor shall not unreasonably withhold its consent to a transfer or sublicense.
Transfer by Licensee. Licensee shall not sell, transfer, assign, or otherwise dispose, whether voluntarily or by operation of law, of this license, without the prior written consent of Licensor.
Transfer by Licensee. Licensee shall not subfranchise, sublicense, sell, assign, transfer, merge, convey or encumber (each, a “Transfer”) the Restaurant, the Licensee Site, this Agreement or any of its rights or obligations hereunder, or suffer or permit any such Transfer of the Restaurant, the Licensee Site, this Agreement or its rights or obligations hereunder to occur by operation of law or otherwise without the prior written consent of Licensor. In addition, if Licensee is an Entity, the shareholders, members, partners, beneficiaries, investors or other equity holders of Licensee (the “Equity Holders”), as the case may be, may not Transfer their equity interests in such Entity, without the prior written consent of Licensor. Any Transfer in violation of this Section shall be void and of no force and effect. In the event Licensee is an Entity with certificated equity interests, all stock or equity certificates of Licensee or such Equity Holder, as the case may be, shall have conspicuously endorsed upon them a legend in substantially the following form: “A transfer of this equity interest is subject to the terms and conditions of the LICENSE AGREEMENT entered into with Bad Daddy’s Franchise Development, LLC dated the____ day of _______, 2013.”
Transfer by Licensee. Licensee may transfer Licensee's rights under this Agreement only in conjunction with a transfer of the Franchise Agreement approved by V2K and with the written consent of V2K.
Transfer by Licensee. Licensee understands and acknowledges that the rights and duties set forth in this Agreement are personal to Licensee, and that Licensor has granted the rights hereunder in reliance on the business skill, financial capacity, and personal character of Licensee or the owners of Licensee. Accordingly, neither Licensee nor any immediate or remote successor to any part of Licensee’s interest in this franchise, nor any individual, partnership, corporation, or other legal entity which directly or indirectly owns any interest in this franchise shall make a Transfer without Licensor’s prior written consent (which consent shall not be unreasonably withheld). Any purported assignment or Transfer, by operation of law or otherwise, not having the written consent of Licensor shall be null and void and shall constitute a material breach of this Agreement, for which Licensor may terminate this Agreement and all rights hereunder without opportunity to cure pursuant to Section 10 below.
Transfer by Licensee. 21.2.1 Licensee understands and acknowledges that the rights and duties set forth in this Agreement are personal to Licensee (or if Licensee is a legally formed entity, Licensee’s shareholders, partners or members), and that Company has granted this license in reliance on Licensee’s business skill, financial capacity and personal character. Accordingly, Licensee may not sell, assign, transfer, convey, give away, pledge, mortgage or otherwise encumber to a third party (hereinafter “Transfer”) any interest in Licensee, this Agreement or the Licensed Business, or permit such a Transfer, without the prior written consent of Company. Any purported Transfer, by operation of law or otherwise, not having the written consent of Company required by this Section 21 will be null and void, and will constitute a material breach of this Agreement. Furthermore, Licensee may not retain or otherwise contract with any entity that is not a party to this Agreement to provide management or administrative services for the Restaurant unless such entity is either an employee of Licensee or has been approved in writing by Company. Company may condition such approval on the receipt of a non-disclosure covenant from the third party.
Transfer by Licensee. Notwithstanding any other provision of this Agreement, ENER1 acknowledges and agrees that ITOCHU Corporation, as the initial LICENSEE, may transfer all of its rights and obligations under this Agreement to EnerStruct, Inc., a Japanese kabushiki kaisha ("EnerStruct"), which ITOCHU Corporation has agreed to establish after the execution of this Agreement. Upon such transfer to EnerStruct, ITOCHU shall be fully released from any and all obligations arising under this Agreement to ENER1 or otherwise. The Parties acknowledge that pursuant to that certain Master Agreement, executed by the Parties simultaneously with this Agreement also requires ITOCHU Corporation to transfer this Agreement to EnerStruct upon the completion of certain conditions.
