Common use of Assignment and Encumbrance Clause in Contracts

Assignment and Encumbrance. The Foundation cannot and has no authority to transfer, assign or encumber any of its rights or obligations arising from or relating to this Agreement, except that the Foundation may pledge (i) any of the issued and outstanding Preferred Shares held by the Foundation, provided that the Foundation shall not allow, authorize or cooperate with any Shareholder Rights vesting in, transferring to or being exercised or limited by the pledgee, and (ii) any claims for distributions payable under the Company’s articles of association as described in Sections 8 and 9, in each case such pledge may only be made by the Foundation in connection with a financing as described in Section 4. The Foundation shall give prior notice to the Company before pledging any Preferred Shares as referred to in this Section 6.