Common use of Assignment of Intangible Property Clause in Contracts

Assignment of Intangible Property. Assignor hereby assigns, sets over and transfers to Assignee all of Assignor’s right, title and interest in, to and under the following, if and only to the extent the same may be assigned or quitclaimed by Assignor without expense to Assignor: (a) the contracts, equipment leases, and other agreements relating to the Real Property that are described in Exhibit B attached hereto; and (b) any licenses, permits and other written authorizations in effect as of the date hereof with respect to the Real Property; and (c) any guaranties and warranties in effect as of the date hereof with respect to any portion of the Real Property or the personal property conveyed to Assignee by Assignor concurrently herewith; and (d) any rights of Assignor to the name “▇▇▇▇▇▇ Village Apartments” (it being acknowledged by Assignee that Assignor may have no rights to use such name and Assignor has not registered the same in any manner) and any rights of Assignor to any intellectual property rights in the software and content (including without limitation the text, graphics, artwork photographs, floor plans and virtual tours but expressly excluding any content identifying the Seller, its property manager or its affiliates and logos associated therewith) of the website currently located at www. ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ (it being acknowledged by Assignee that Assignor may have no rights to such intellectual property rights). Assignee hereby accepts the foregoing assignment of the interests described in this Section 1 (collectively, the “Intangible Property”) and assumes the obligations with respect thereto as and to the extent provided in the Sale Agreement.

Assignment of Intangible Property. Assignor hereby assigns, sets over and transfers to Assignee all of Assignor’s 's right, title and interest in, to and under the following, if and only to the extent the same may be assigned or quitclaimed by Assignor without expense to AssignorAssignor in excess of a nominal transfer fee: (a) the contracts, equipment leases, and other agreements relating to the Real Property that are described in Exhibit B attached hereto; and; (b) all reservation commitments for use of rooms, banquets, or other facilities at the Hotel; all guest lists, reservations, catering and banquet records and other records relating to the operation of the Hotel (current and historical), including all repair and improvement, and supply and inventory records, to the extent that the same are owned by Assignor; all ▇▇▇▇▇ cash funds in the hands of Seller in connection with the guest operations at the Hotel, to the extent that Assignor receives a credit for the same as of the date hereof; the guest ledger for the Hotel, to the extent that Assignor receives a credit for the same as of the date hereof; to the extent that the same are in effect as of the date hereof and may be assigned or quitclaimed by Assignor without any expense to Assignor, any licenses, permits and other written authorizations in effect as necessary for the use, operation or ownership of the date hereof with respect to Real Property other than liquor licenses or licenses and permits held in the Real Property; andname of Manager; (c) any guaranties and warranties in effect as of the date hereof with respect to any portion of the Real Property or the personal property conveyed to Assignee by Assignor concurrently herewith; and; (d) subject to the terms of the Four Seasons Documents, any rights of Assignor to the name names “▇▇▇▇▇▇ Village ApartmentsFour Seasons Austin”, “The Lobby Lounge” and “Trio” (it being acknowledged by Assignee that Assignor may have no rights to use such name names and Assignor has not registered the same in any manner); (e) to the extent assignable without third party consent and to the extent not owned or held by tenants, Manager or any rights of Assignor other third party, (i) all goodwill, URLs, logos, designs, trade names, brand names, service marks, domain names, social media sites (such as Facebook and Twitter), trade dress, logos, photographs, guest data and historical guest information (to the extent such guest data or historical guest information is provided to Seller by Manager), building names, trademarks related to the Property including all common law ownership rights; and (f) all telephone exchange numbers specifically dedicated and identified with the Property; and (g) to the extent not owned or held by tenants, Manager or any intellectual property rights in the software and content other third party, all webpages (including without limitation website photography) used in connection with the textProperty, graphics, artwork photographs, floor plans and virtual tours but expressly excluding any content identifying all social media accounts used in connection with the Seller, its property manager or its affiliates and logos associated therewith) operation of the website currently located at www. ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ (it being acknowledged by Assignee that Assignor may have no rights to such intellectual property rights)Property. Assignee hereby accepts the foregoing assignment of the interests described in this Section 1 2 (collectively, the “Intangible Property”) and assumes the obligations with respect thereto as and to the extent provided in the Sale Agreement.

Assignment of Intangible Property. Assignor hereby assigns, sets over and transfers to Assignee all of Assignor’s 's right, title and interest in, to and under the following, if and only to the extent the same may be assigned or quitclaimed by Assignor without expense to Assignor: Assignor in excess of a nominal transfer fee: (a) the contracts, equipment leases, and other agreements relating to the Real Property that are described in Exhibit B attached hereto; and (b) all reservation commitments for use of rooms, banquets, or other facilities at the Hotel; all guest lists, reservations, catering and banquet records and other records relating to the operation of the Hotel (current and historical), including all repair and improvement, and supply and inventory records, to the extent that the same are owned by Assignor; all ▇▇▇▇▇ cash funds in the hands of Seller in connection with the guest operations at the Hotel, to the extent that Assignor receives a credit for the same as of the date hereof; the guest ledger for the Hotel, to the extent that Assignor receives a credit for the same as F-1 of the date hereof; to the extent that the same are in effect as of the date hereof and may be assigned or quitclaimed by Assignor without any expense to Assignor, any licenses, permits and other written authorizations in effect as necessary for the use, operation or ownership of the date hereof with respect to Real Property other than liquor licenses or licenses and permits held in the Real Propertyname of Manager; and (c) any guaranties and warranties in effect as of the date hereof with respect to any portion of the Real Property or the personal property conveyed to Assignee by Assignor concurrently herewith; and (d) subject to the terms of the Four Seasons Documents, any rights of Assignor to the name names “▇▇▇▇▇▇ Village ApartmentsFour Seasons Austin”, “The Lobby Lounge” and “Trio” (it being acknowledged by Assignee that Assignor may have no rights to use such name names and Assignor has not registered the same in any manner); (e) to the extent assignable without third party consent and to the extent not owned or held by tenants, Manager or any rights of Assignor other third party, (i) all goodwill, URLs, logos, designs, trade names, brand names, service marks, domain names, social media sites (such as Facebook and Twitter), trade dress, logos, photographs, guest data and historical guest information (to the extent such guest data or historical guest information is provided to Seller by Manager), building names, trademarks related to the Property including all common law ownership rights; and (f) all telephone exchange numbers specifically dedicated and identified with the Property; and (g) to the extent not owned or held by tenants, Manager or any intellectual property rights in the software and content other third party, all webpages (including without limitation website photography) used in connection with the textProperty, graphics, artwork photographs, floor plans and virtual tours but expressly excluding any content identifying all social media accounts used in connection with the Seller, its property manager or its affiliates and logos associated therewith) operation of the website currently located at www. ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ (it being acknowledged by Assignee that Assignor may have no rights to such intellectual property rights)Property. Assignee hereby accepts the foregoing assignment of the interests described in this Section 1 2 (collectively, the “Intangible Property”) and assumes the obligations with respect thereto as and to the extent provided in the Sale Agreement.