Transfer by Licensee. Licensee may not assign or transfer any of its rights under this Agreement.
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 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 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 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 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. LICENSEE understands and acknowledges that the rights and duties set forth in this Agreement are personal to LICENSEE and neither LICENSEE nor any person, partnership or corporation holding a fifty percent (50%) or greater interest in LICENSEE shall sell, assign, transfer, mortgage or otherwise encumber or dispose of all or any part of its interest in the license or in the LICENSEE without the prior written consent of TEGG. Any purported assignment or transfer, by operation of law or otherwise, requiring the consent of TEGG and not having such consent shall be null and void and shall constitute a material breach of this Agreement. TEGG shall not unreasonably withhold or delay its consent and shall grant such consent upon execution of a general release, in a form prescribed by TEGG, of any and all claims against TEGG, its subsidiaries and affiliates, and their respective officers, directors, agents and employees; receiving reasonable assurances that all financial obligations to TEGG relating to the license will be met, that all other obligations undertaken under this Agreement will be met, and that the proposed transfer will not adversely affect the TEGG Business licensed hereunder, TEGG'S Proprietary Marks, the TEGG System, or TEGG. TEGG may require that LICENSEE and the transferee execute such agreements or other documents as will provide TEGG with such assurances, including, but not limited to, TEGG'S then-current license agreement, subject to retaining the renewal rights described in Section 30 of this Agreement. A transfer fee in the amount of Five Thousand Dollars ($5,000) shall be paid to TEGG to cover administrative and other expenses in connection with transfers. Consent shall not be required and transfer fee shall not apply to any transfer or sale of stock among any of the present officers or directors or employees of the LICENSEE or transfer to any members of their family, or transfer to a trust or for estate planning purposes. If LICENSEE or a shareholder owning a twenty-five (25%) or greater interest in this Agreement dies, and if under controlling local law, or testamentary instrument, the deceased person's interest in the license and this Agreement is distributable to heirs or legatees who are members of his immediate family, or to any entity under the control of, or for the benefit of officers, directors, or employees of the LICENSEE or members of their family, then such assignment shall be permitted without the necessity of any transfer fe...
Transfer by Licensee. Licensee shall not transfer its rights or obligations under this Agreement to any person, without the prior written consent of Licensor, which consent may be withheld in Licensor’s sole discretion. For purposes of this Section 5, a change of control shall be deemed to be a transfer. Any transfer, if consented to by Licensor, shall be conditional on the proposed transferee agreeing with Licensor in writing to assume and perform all the obligations of Licensee under this Agreement and, if there is more than one transferee, to be severally liable for such obligations. Any transfer of this Agreement in violation of this Section 5 shall be void ab initio.
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 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.”
