Permitted Assignment by Licensee. Subject to Section 16.3, Licensee may assign this Agreement as part of a sale, regardless of whether such a sale occurs through an asset sale, stock sale, merger or other combination, or any other transfer of:
Permitted Assignment by Licensee. Subject to Section 16.3, Licensee may assign this Agreement to its successor in interest as part of a Change of Control, provided that, if Licensee is in material breach of any material provision of this Agreement, Licensee must obtain ULRF’s prior written consent to such assignment.
Permitted Assignment by Licensee. Subject to Section 12.5, LICENSEE may assign this Agreement as part of a sale or merger, regardless of whether such a sale occurs through an asset sale, stock sale, merger or other combination, if the sale or merger is of LICENSEE's entire business.
Permitted Assignment by Licensee. Licensee may assign this Agreement without the consent of Caltech as part of a sale, regardless of whether such a sale occurs through an asset sale, stock sale, merger or other combination, or any other transfer of:
Permitted Assignment by Licensee. LICENSEE may assign this Agreement as part of a sale or change of control, regardless of whether such a sale or change of control occurs through an asset sale, stock sale, merger or other combination, or any other transfer of: (A) LICENSEE’S entire business; or (B) that part of LICENSEE’S business that exercises all rights granted under this Agreement.
Permitted Assignment by Licensee. Notwithstanding the foregoing of Section 5.1, a Licensee shall be permitted to sell, assign or otherwise transfer its rights under this License Agreement without Licensor’s consent to (i) an Affiliate; or (ii) in the event a Licensee sells, merges, conveys or otherwise transfers all or substantially all of its equity or assets or all or substantially all of such Licensee’s business assets related to the Licensed Patents to a Third Party acquirer (a “Sale Transaction” and an “Acquirer,” respectively), such Licensee shall be entitled to assign its rights hereunder to such Acquirer; provided (i) the Acquirer is not a party to a patent assertion claim or infringement action or suit involving one or more of the Licensed Patents prior to the Sale Transaction and (ii) the use by the Acquirer of the License (a) will be limited to the terms thereof, (b) shall apply strictly to Licensed Products or Combo Products in existence or directly derived from Licensed Products or Combo Product in existence (for example, and without limitation, a rebranded Licensed Product or Combo Product or a new version, upgrade or update of an existing Licensed Product or Combo Product) on the date of the Sale Transaction and (c) in no event will extend to any other products, processes or services of the Acquirer or its Affiliates. No Licensee shall assign or otherwise transfer any right hereunder to any other party unless (x) such sale or assignment is subject to all of the terms and conditions of this License Agreement and (y) such other party executes an agreement agreeing to be bound by all of the terms and conditions of this License Agreement with respect to the rights being transferred or assigned.
Permitted Assignment by Licensee. Licensee may assign this Agreement [**].
Permitted Assignment by Licensee. Subject to this Paragraph 12.5, LICENSEE may assign this Agreement as part of a sale, merger or other transfer with respect to the line of business of LICENSEE to which this Agreement relates, regardless of whether such a sale occurs through an asset sale, stock sale, merger or other combination if the sale or merger is of LICENSEE's entire business related to the PATENT RIGHTS. Any other attempt to assign this Agreement by LICENSEE is null and void in the absence of JHU's written permission.
