Transferability; Limitations Sample Clauses
The "Transferability; Limitations" clause defines whether and how rights or obligations under an agreement can be assigned or transferred to another party. Typically, this clause restricts one or both parties from transferring their interests without prior written consent, ensuring that the original parties maintain control over who is involved in the contract. For example, a company may be prohibited from assigning its contractual duties to a third party without the other party's approval. The core function of this clause is to prevent unwanted or unapproved changes in the parties to the agreement, thereby protecting each party's interests and maintaining the integrity of the contractual relationship.
Transferability; Limitations. Subject to the limitations of this Section 5, this Option shall be transferable, in whole or in part, upon the surrender of this Option by the Optionee to the Company for one or more new Options of like tenor representing, in the aggregate, the right to purchase the number of shares of Common Stock purchasable hereunder, each of such new Options to represent the right to purchase such number of shares of Common Stock as shall be designated by the Optionee at the time of such surrender, subject to the terms and conditions of the Plan and this Option. This Option may only be transferred by will or by the laws of descent or distribution, or to any member of the Optionee's "immediate family," as such term is defined in Rule 16a-1(e) under the Securities Exchange Act of 1934 (the "Exchange Act") or to trusts, partnerships or other entities established solely for the benefit of members of the Optionee's immediate family; provided, however, that (x) there may be no consideration for any such transfer, (y) subsequent transfers of any portion of this Option must also be in compliance with this Section 5 and (z) promptly after making any such transfer, the Optionee shall provide to the Company the Notice of Transfer of Option attached as Exhibit 1 hereto. In the event of such a permitted transfer of this Option, the transferee shall have all of the rights of the Optionee under the Plan and this Option, as if the Optionee had retained this Option. The terms of this Option shall be binding upon the permitted transferees, executors, administrators, heirs and successors of the Optionee.
Transferability; Limitations. Any Unit granted hereunder may not be sold, pledged, assigned, hypothecated, transferred or disposed of in any manner other than by will or by the laws of descent and distribution.
Transferability; Limitations. Under no circumstances may Seller distribute, resell, sublicense, or otherwise transfer or assign the Acquired Software or its Derivative Works in any manner that enables or permits its use in a stand-alone mode (or substantially a standalone mode, for example, as where Seller product content represents an insubstantial portion of the Integrated Product Offering). Except as set forth in this Section 1.3, Seller may assign or transfer the license grants set forth in this Section 1.3 solely to a successor to all or substantially all of the assets of Seller relating to an Integrated Product Offering, whether by acquisition, merger, sale of assets, or other agreement or operation of law; provided, however, that any such successor agrees in writing to the terms and restrictions in this Section 1.