Assignment or Sublicense. This Agreement and all the rights and obligations licensed by the Licensor to the Licensee shall not be assigned, leased, pledged, sublicensed, or otherwise transferred the economic benefits of the license granted hereby or any portion of the rights included therein to any third party without the prior written consent of the Licensor.
Assignment or Sublicense a. Neither party may assign, convey or transfer this Agreement or any part of its rights or obligations hereunder without the prior written consent of the other party. Notwithstanding the foregoing, (i) Nabisco acknowledges that Licensee is a party to a certain Revolving Credit, Term Loan and Security Agreement dated December 3, 1993, as amended, with the Bank of New York Commercial Corporation ("BNYCC"), pursuant to which Licensee has assigned its interest under this Agreement to BNYCC as collateral security for the performance of its obligations thereunder, and that the collateral security interest held by BNYCC or any other successor financial institution shall not be deemed to be an assignment of this Agreement, (ii) Licensee may assign, convey or transfer this Agreement in the event of a Change of Control provided that Nabisco shall not have exercised its right to terminate in accordance with and in the manner set forth in Paragraph 20.b. of this Agreement, and (iii) Nabisco may assign, convey or transfer this Agreement in connection with a sale of all or substantially all of the business or assets of Planters; provided, however, that the prior written consent of Licensee shall be required to assign this Agreement to any person who is engaged, directly or indirectly, in the ready-to-eat caramel popcorn business. In the event of a permitted assignment, conveyance or transfer, the holder or holders through assignment, transfer or conveyance of this Agreement or the rights granted hereunder shall be bound by all of the terms and conditions hereof applicable to its transferor.
Assignment or Sublicense. This Agreement shall not be assigned nor any Sublicense granted by SGI without the prior written permission of RMI. RMI reserves the right to assign its interest in this Agreement without prior approval from SGI.
Assignment or Sublicense. 16.1 This Agreement and all its rights and duties hereunder are personal to Licensee and shall not, without the prior, written consent of Licensor (which shall not be unreasonably withheld), be transferred, assigned, sublicensed or otherwise encumbered by Licensee or by operation of law.
Assignment or Sublicense. Neither this Facilities License nor any of the rights granted hereby, in whole or in part, shall be assignable or transferable or sublicensed by Saigene without the prior written consent of Epoch, which may be withheld for any reason, and any attempted assignment, transfer or sublicense in violation hereof shall be void.
Assignment or Sublicense. This Agreement and the license rights granted hereunder are personal to Licensee and shall not in any manner whatsoever be assigned, sublicensed, hypothecated, mortgaged, divided or otherwise encumbered by Licensee to or with any other person or entity without Marvel's prior written consent which it may withhold in its sole discretion but no such assignment by Licensee shall release Licensee from any of its obligations or liabilities hereunder. This Agreement and the provisions hereof shall be binding at all times upon and inure to the benefit of the parties hereto, their successors and permitted assigns. Any attempted assignment in violation of the provisions hereof shall be void ab initio and the assignee shall obtain no rights by reason thereof.
Assignment or Sublicense. The Licensee shall not assign, lease, pledge, sublicense, or in any other way transfer the rights or responsibilities Licensed pursuant to this Agreement to any third party/parties. “oriGIn, organization for an International Geographical Indications network” oriGIn [country] or [continent] (Licensor) (Licensee) By: Xx. Xxxxxxx Xxxxxxx Title: Managing Director By: Title: ANNEX I (Trademark representation) ANNEX II (Services for which the Trademark is registered) Services in class 35 of the Nice Classification: ‘Providing management for organisations; business reports and information; business research, market research (searching); advertising services; sales promotion (for others); import and export services; commercial business management; commercial retailing; regrouping, for others, of various products to enable consumers to examine and purchase these products conveniently via electronic media; business administration; office work; organisation of trade fairs and exhibitions for commercial or advertising purposes; business management advisory services; business management assistance; business information; marketing studies; public relations’. Services in class 41 of the Nice Classification: ‘Organisation of events; reports and information about education and entertainment; educational services; providing of training; entertainment; sporting and cultural activities; organization of exhibitions for cultural or educational purposes; publication of books; publication of texts (other than publicity texts);arranging and conducting of colloquiums, competitions, conferences, congresses, seminars, symposiums’. Services in class 42 of the Nice Classification: ‘Legal and technical research; research and development of new products for others; advice on the protection of designations of origin and protected geographical indications; technical project studies; licensing of intellectual and industrial property; intellectual and industrial property consultancy; computer software design; scientific and technological services and research and design relating thereto; industrial analysis and research services; design and development of computer hardware and software; legal services; services provided by an international organisation, namely favouring technical exchange between producers, facilitating technical help for developing countries and cooperating in the development of geographical indications and designations of origin’. Services in class 45 of the Nice Classific...
Assignment or Sublicense. With the exception of the license of the Remy Trademarks and Licensee’s rights under Paragraph 8, this License and each part hereof and all rights and duties hereunder are personal to Licensee and shall not, without the prior written consent of GM, be assigned, mortgaged, sublicensed or otherwise encumbered by Licensee or by operation of law. If Licensee determines that it needs to enter into a sublicense or joint license with respect to the Delco Remy Trademarks, it should make such request in writing to GM. Such request should state the name and address of the company for which the sublicense or joint license is sought, a description of such company and sufficient financial information with respect to such company which will enable GM to satisfy itself as to financial health and standing of such company. Licensee must also set forth the Products for which a sublicense or joint license is sought, the intended customers and why it believes a sublicense or joint license is necessary and what steps will be taken to protect the trademarks and assure the quality of the Products involved. Notwithstanding the foregoing, GM may assign this License without first obtaining Licensee’s written consent to any wholly owned subsidiary company of GM, and Licensee may assign this License as part of an internal reorganization or to the successor of all or substantially all of its business.
Assignment or Sublicense. This Agreement and all benefits, rights and duties hereunder are personal to the Licensee and may not be assigned or sublicensed by the Licensee; Provided, however, that Licensee may assign or sublicense any or all of its benefits, rights and duties hereunder to one or more wholly owned subsidiaries of Licensee, provided that any such subsidiary shall agree to be bound by all of the terms hereof as if such subsidiary were Licensee, and provided, further, that no such assignment or sublicense shall relieve Licensee of any of its obligations or duties hereunder. The Licensee shall not delegate or make this Agreement or any rights hereunder the subject of a security interest or otherwise encumber this Agreement or any rights hereunder. Licensor may assign this Agreement and the benefits hereof, upon written notice to Licensee.
Assignment or Sublicense. (a) Licensee shall not assign this Agreement or grant a sublicense to any person, firm, entity or corporation for the operation of the Facilities without the prior written consent of Licensor; provided, however, that Licensor will not unreasonably withhold its consent to an assignment of this License to an (i) entity wholly owned by Licensee, or (ii) entity which (A) succeeds to all or substantially all of Licensee's assets whether by merger, sale or otherwise, (B) has a net worth equal to or greater than Licensee's net worth on the date hereof or immediately prior to such assignment, whichever is greater and (C) is controlled by one or more individuals having not less than ten years experience managing the provision of telecommunication services in the New York metropolitan area. Without limiting the foregoing, Licensor shall not unreasonably withhold its consent to a collateral assignment of this Agreement or the granting of a security interest in the Facilities to any credit, financing, or lending institution (a "Lender") from which Licensee obtains Adequate Financing; provided that, in each case, (y) the interests created by such financing arrangements do not violate the provisions of any mortgage or ground lease affecting the Building and (z) such credit, financing or lending institution enters into an agreement (a "Tripartite Agreement") with Licensor and Licensee providing, inter alia, that such institution (1) will not take any action to disrupt the provision of services hereunder by Licensee without the prior written approval of Licensor, (2) will agree that, upon a default by Licensee under loan agreement between Licensee and such institution, Licensor may assume the operation of the Facilities either directly or through such Carrier as Licensor shall identify, and (3) will not take any action to remove or dispose of any portion of the Facilities without Licensor's approval.
