Notice and Assignment Sample Clauses

Notice and Assignment. During the JDP Term, Verenium shall promptly notify BP and SPE of any Program Technology developed solely by or on behalf of Verenium, BP shall promptly notify Verenium and SPE of any Program Technology developed solely by or on behalf of BP, and Verenium and BP shall promptly notify one another and SPE of any Program Technology developed jointly by or on behalf of Verenium and BP. Verenium hereby assigns to SPE any and all rights Verenium has or may acquire in Program Technology, or if assignment is not permitted by law, waives such rights or grants to SPE an exclusive, fully paid, perpetual irrevocable, worldwide license under such rights for any and all purposes. BP hereby assigns to SPE any and all rights BP has or may acquire in Program Technology, or if assignment is not permitted by law, waives such rights or grants to SPE an exclusive, fully paid, perpetual irrevocable, worldwide license under such rights for any and all purposes. Each of Verenium and BP agrees to execute any assignment or other documents reasonably necessary to convey to SPE any right, title or other interest to Program Technology as necessary to effect the ownership of Program Technology by SPE, and, upon request, will assist in connection with the preparation and prosecution of any application for intellectual property rights relating to or included in the Program Technology owned by SPE pursuant hereto.
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Notice and Assignment. For the purpose of facilitating compliance with the requirements of RCW 35.91.202(3), the Developer hereby assigns to the City all of the Developer’s right, title, and interest in and to any Latecomer’s Fees in the event the City is unable to locate the Developer to tender the fees. The Developer shall be responsible for informing the City of its current and correct mailing address. Every year from the date the Agreement is executed a Developer entitled to reimbursement under this Agreement shall provide the City with information regarding the current contract names, address and telephone number of the person, company, or partnership that originally entered into the contract. If the Developer fails to comply with the notification requirements of this subsection within sixty days of the specified time, then the City may collect any Latecomer’s Fees owed to the Developer under the Agreement. The City will make a good faith effort to locate the Developer. In the event the City is unable to do so, the Latecomer’s Fee shall be placed in the Capital Fund held by the City, and the City shall be deemed the owner of such funds.
Notice and Assignment 

Related to Notice and Assignment

  • Amendment and Assignment This Agreement may be amended only in writing and signed by both parties. This Agreement may not be assigned to another party.

  • Enurement and Assignment This Agreement shall enure to the benefit of the parties hereto and their respective successors and permitted assigns and shall be binding upon the parties hereto and their respective successors. This Agreement may not be assigned by any party hereto without the prior written consent of each of the other parties hereto.

  • Transfer and Assignment Party A may assign or transfer any of its rights or delegate any of its duties hereunder, without the prior written consent of Party B, to (i) any affiliate of Party A, whose obligations hereunder and under the Agreement are fully and unconditionally guaranteed by Party A or (ii) any affiliate of Party A that has a rating for its long-term, unsecured and unsubordinated indebtedness or a long-term issuer rating that is equal to or better than the rating for Party A’s long-term, unsecured and unsubordinated indebtedness or Party A’s long-term issuer rating, as the case may be, at the time of such assignment or transfer so long as, in each case, at the time of such assignment or transfer (a) Party B will not, as a result of such assignment or transfer, 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; (b) Party B will not, as a result of such assignment or transfer, 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; and (c) no Event of Default, Potential Event of Default or Termination Event will occur as a result of such assignment or transfer. Notwithstanding any other provision in this Forward 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.

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