Assignment by Assignor. Effective as of the Closing, Assignor hereby transfers and assigns to Assignee the Intangible Property and the Permits and Entitlements.
Assignment by Assignor. Assignor hereby assigns, transfers and conveys to Assignee all of the Assignor’s right, title and interest in and to the Assigned Documents and Deposits. Assignor shall remain liable for all Retained Liabilities with respect to the Assigned Documents.
Assignment by Assignor. Assignor hereby transfers, assigns, ---------------------- sells, and conveys to Assignee, its successors and assigns, the entire right, title and interest throughout the world in and to the Patent Rights, Technology, Know-How, and Other Intellectual Property subject only to: (a) any rights of the United States Government which may exist now or in the future due to a research funding agreement to which the United States Government may be a party; and (b) the terms and conditions of this Agreement.
Assignment by Assignor. Assignor assigns, transfers and conveys to Assignee all of Assignor’s right, title and interest in and to the following (collectively, the “Intangible Property”):
Assignment by Assignor. Assignor hereby transfers and assigns to Assignee all right, title and interest, if any, of Assignor in and to all of the items listed on Exhibit “B” attached hereto and incorporated herein by reference (collectively, the “Assigned Property”). Assignee hereby acknowledges that Assignor has made no representation or warranty with respect to any of the Assigned Property.
Assignment by Assignor. Assignor hereby assigns and transfers to Assignee (a) all of Assignor's right, title and interest in and to the Lease subject to the Subleases and (b) all of Assignor's right, title and interest in and to the Subleases, in each case subject to the terms and conditions hereinafter set forth.
Assignment by Assignor. Assignor hereby assigns to Assignee all of its rights, interests and obligations under the Merger Agreement, subject to and in accordance with the terms of Section 12.9 of the Merger Agreement.
Assignment by Assignor. For value received, the receipt and sufficiency of which are hereby acknowledged, upon the execution of this Assignment by the Parties, Assignor does hereby assign, transfer and convey the Assigned Interest to Assignee, including, without limitation, Assignor’s rights, title and interest in and to (a) Assignor’s capital account that is attributable to the Assigned Interest, (b) Assignor’s right to receive profits, compensation, and other distributions from the Partnership that are attributable to the Assigned Interest (including, without limitation, all rights of Assignor to receive its respective distributions attributable to the Assigned Interest which accrue after the date hereof), (c) Assignor’s right to return from the Partnership of the contributions of Assignor to the capital of the Partnership that are attributable to the Assigned Interest (including all of Assignor’s respective rights attributable to the Assigned Interest in the event of dissolution of the Partnership), and (d) each, every and all of the rights, titles, interests, and benefits of whatsoever kind or character now or hereafter accruing to the Assigned Interest, including, without limitation, all rights, titles, interests, benefits and obligations of Assignor that are attributable to the Assigned Interest in, to and under the Partnership Agreement. Such transfer, assignment and conveyance of the Assigned Interest is made to Assignee by Assignor in accordance with the terms and provisions of the Purchase Agreement and is subject to the limitations and conditions set forth therein, including, but not limited to, Section 10 thereof.
Assignment by Assignor. As of the Effective Time, Assignor hereby transfers, assigns, conveys and delivers to Assignee, all of its rights under the Assumed Assets and all obligations under the Assumed Liabilities.
Assignment by Assignor. To the extent assignable, Assignor hereby assigns and transfers to Assignee all right, title and interest of Assignor in the Contracts and Project Documents, together with any rights owned by Assignor relating thereto. Notwithstanding the foregoing, Assignor reserves the right to (a) enforce the provisions of the Contracts and Project Documents in respect to all obligations or duties of the other party thereto that arose or accrued prior to the Effective Date, and (b) exercise such rights under the Contracts and Project Documents as are necessary in order for Assignor to fulfill its obligations under the Purchase Agreement dated as of December 12, 2003 by and between Assignor, and Assignee, relating to the Property (“Agreement”), provided, however, in no event shall Assignor terminate any of the Contracts and Project Documents as a result of Assignor’s enforcement of such reserved rights.
