Assignment of Rights in Certain Assets Clause Samples

The 'Assignment of Rights in Certain Assets' clause establishes the conditions under which one party may transfer its rights or interests in specified assets to another party. Typically, this clause outlines which assets are covered, any restrictions or approvals required for assignment, and the process for effecting such a transfer. For example, it may apply to intellectual property, contracts, or tangible property, and could require the consent of the other party or third parties. Its core function is to provide clarity and structure around the transferability of rights, thereby preventing disputes and ensuring that all parties understand how and when such assignments can occur.
Assignment of Rights in Certain Assets. Upon the Closing, Seller hereby sells, assigns, transfers, and conveys to Purchaser all of Seller’s right, title, and interest in and to the Abandoned Assets. On or before Closing, Seller will execute and deliver to Purchaser the Assignment of Certain Rights in the form set forth in Exhibit C (as may be updated based on Purchaser’s review pursuant to paragraph 3.1).
Assignment of Rights in Certain Assets. For good and valuable consideration the receipt of which is hereby acknowledged, NeoMagic Corporation, a Delaware corporation, having offices at ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, Santa Clara, CA 95054 (“Assignor”), does hereby sell, assign, transfer, and convey unto ▇▇▇▇▇ Communications Holdings, LLC, a Delaware limited liability company, having an address at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (“Assignee”), or its designees, all of its right, title, and interest in and to any and all of the following provisional patent applications, patent applications, patents, and other governmental grants or issuances of any kind (the “Certain Assets”): 08/262,412 US 6/20/1994 GRAPHICS CONTROLLER INTEGRATED CIRCUIT WITHOUT MEMORY INTERFACE ▇▇▇▇▇▇▇ ▇. ▇▇▇▇ PCT/US1995/007196 WO 6/5/1995 GRAPHICS CONTROLLER INTEGRATED CIRCUIT WITHOUT MEMORY INTERFACE ▇▇▇▇ ▇▇▇▇▇▇▇ S; ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ 08/581,086 US 12/29/1995 GRAPHICS CONTROLLER INTEGRATED CIRCUIT WITHOUT MEMORY INTERFACE ▇▇▇▇▇▇▇ ▇. ▇▇▇▇ JP08-0502311 JP 6/5/1995 GRAPHICS CONTROLLER INTEGRATED CIRCUIT WITHOUT MEMORY INTERFACE ▇▇▇▇▇▇▇ ▇. ▇▇▇▇; ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Assignor assigns to Assignee all of its rights to the inventions, invention disclosures, and discoveries in the assets listed above, together, with the rights, if any, to revive prosecution of claims under such assets and to ▇▇▇ or otherwise enforce any claims under such assets for past, present or future infringement. Assignor hereby authorizes the respective patent office or governmental agency in each jurisdiction to make available to Assignee all records regarding the Certain Assets. The terms and conditions of this Assignment of Rights in Certain Assets will inure to the benefit of Assignee, its successors, assigns, and other legal representatives and will be binding upon Assignor, its successors, assigns, and other legal representatives. DATED this 11th day of January 2008. By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: President & CEO Seller will cause the following to be delivered to Purchaser, or Purchaser’s representative, within the time provided in paragraph 3.1 of the attached Patent Purchase Agreement:
Assignment of Rights in Certain Assets. Upon Closing, Seller hereby sells, assigns, transfers, and conveys to Purchaser all of its right, title, and interest in and to (a) the Abandoned Assets; (b) any reissues, reexaminations, extensions, continuations, continuing prosecution applications, requests for continuing examinations, continuations in part, divisions, provisionals and registrations of any of the Abandoned Assets and any patents or patent applications which correspond to or claim priority to any of the foregoing, and all foreign counterparts of the foregoing; (c) all rights to apply in any or all countries of the world for future patents, certificates of invention, utility models, industrial design protections, design patent protections, or other future governmental grants or issuances of any type related to the Abandoned Assets; and (d) all causes of action and enforcement rights of any kind under, or on account of, any of the Abandoned Assets and/or any of the items described in either of the foregoing categories (b) or (c), including, without limitation, all causes of action, enforcement rights and all other rights to seek and obtain any other remedies of any kind for past, current and future infringement (the “Assigned Abandoned Rights”). For the avoidance of doubt, Seller is not opining on or providing any representation or warranty as to the existence of the rights described in (b) – (d) above nor Purchaser’s right to enforce any of such rights. On or before Closing, Seller will execute and deliver to Purchaser an Assignment of Certain Rights in the forms set forth in Exhibit B.
Assignment of Rights in Certain Assets. Upon the Closing, Seller hereby sells, assigns, transfers, and conveys to Purchaser all Seller’s right, title, and interest in and to the Abandoned Assets. Prior to Closing, Seller will deliver to Purchaser a Transmitted Copy of the Assignment of Certain Rights in the form set forth in Exhibit C and Seller will deliver or cause to be delivered to Seller’s agent the original Assignment of Certain Rights in the form set forth in Exhibit C (as may be updated based on Purchaser’s review pursuant to paragraph 3.1). As of the Closing, Seller will cause Seller’s agent to send via overnight mail the original Assignment of Certain Rights in the form set forth in Exhibit C, to be received by Purchaser the morning of the day following the Closing.
Assignment of Rights in Certain Assets. For good and valuable consideration, the receipt of which is hereby acknowledged, Avistar Communications Corporation, a Delaware corporation, with an office at ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇., ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (“Assignor”), does hereby sell, assign, transfer, and convey unto Intellectual Ventures Fund 61 LLC, a Nevada limited liability company, with an address at ▇▇▇▇ ▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇, Suite 300, Las Vegas, NV 89128 (“Assignee”), or its designees, the right, title, and interest in and to any and all of the following provisional patent applications, patent applications, patents, and other governmental grants or issuances of any kind (the “Certain Assets”): 11/625330 US 1/21/2007 Storing and accessing media files J. ▇▇▇▇▇ ▇▇▇▇▇▇▇ 90/009009 US 02/26/2008 Method for real-time communication between plural users ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. 90/009010 US 02/25/2008 Method and system for log-in-based video and multimedia calls ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. 90/009012 US 02/22/2008 Participant display and selection in video conference calls ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. 90/009013 US 02/25/2008 Multimedia collaboration system ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. 90/009018 US 03/03/2008 Synchronization in video conferencing ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. [***] Portions of this exhibit have been omitted pursuant to a request for confidential treatment filed pursuant to Rule 24-2 promulgated under the Securities Exchange Act of 1934, as amended, and the omitted portions represented by [***] have been separately filed with the Securities and Exchange Commission. 90/009019 US 02/28/2008 System for call request which results in first and second call handle defining call state consisting of active or hold for its respective AV device ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. 90/009022 US 02/29/2008 Networked video multimedia storage server environment ▇▇▇▇▇▇, ▇▇▇▇▇▇ 90/009023 US 02/27/2008 Multiple-editor authoring of multimedia documents including real-time video and time-insensitive media ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. 90/009024 US 02/27/2008 Multimedia mail, conference recording and documents in video conferencing ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. 90/009025 US 03/03/2008 Call control in video conferencing allowing acceptance and identification of participants in a new incoming call during an active teleconference ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. 90/009030 US 03/04/2008 UTP based video conferencing ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. 90/009032 US 03/05/2008 Two monitor videoconferencing hardware ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. 90/009035 US 03/06/2008 High-quality switched analog video communications over unshielded twisted pair ▇▇▇...
Assignment of Rights in Certain Assets. For good and valuable consideration, the receipt of which is hereby acknowledged, Path 1 Network Technologies, Inc., a Delaware corporation, with an office at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 140, San Diego, CA 92121, (“Assignor”), does hereby sell, assign, transfer, and convey unto Great Links G.B. Limited Liability Company, a Delaware limited liability company, with an office at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (“Assignee”), or its designees, the right, title, and interest in and to any and all of the following provisional patent applications, patent applications, patents, and other governmental grants or issuances of any kind (the “Certain Assets”): 60/107,430 U.S. 11/06/1998 Time-synchronized multi-layer network switch for providing quality of service guarantees in computer networks ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ PCT/US1999/25882 WO 11/03/1999 Time-synchronized multi-layer network switch for providing quality of service guarantees in computer networks ▇▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇ EP99963855 EP 11/03/1999 Time-synchronized multi-layer network switch for providing quality of service guarantees in computer networks ▇▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇ CA19992349461 CA 11/03/1999 Time-synchronized multi-layer network switch for providing quality of service guarantees in computer networks ▇▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇ PCT/US1999/18984 WO 08/18/1999 Methods and apparatus for providing quality-of-service guarantees in computer networks ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ PCT/US2002/14847 WO 05/08/2001 Minimizing the effect of jitter upon the quality of service operation of networked gateway devices ▇. ▇▇▇▇▇▇ 60/289,678 U.S. 05/08/2001 Minimizing the effect of jitter upon the quality of service operation of networked gateway devices ▇. ▇▇▇▇▇▇ 10/757,031 U.S. 01/13/2004 Minimizing the effect of jitter upon the quality of service operation of networked gateway devices ▇. ▇▇▇▇▇▇ CA20022446766 CA 11/14/2002 Minimizing jitter in QOS networked gateway devices ▇. ▇▇▇▇▇▇
Assignment of Rights in Certain Assets. For good and valuable consideration, the receipt of which is hereby acknowledged, Embedded Technologies, LLC, a Delaware limited liability company, with an office at c/o InfoLogix, Inc., ▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (“Assignor”), does hereby sell, assign, transfer, and convey unto LLC [Name of Purchaser], a [State of Formation] limited liability company, having an address at [Address of Purchaser] (“Assignee”), or its designees, all of Assignor’s right, title, and interest in and to any and all of the following provisional patent applications, patent applications, patents, and other governmental grants or issuances of any kind (the “Certain Assets”): 10/247,748 US 09/19/2002 Touch screen systems and methods ▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇ 60/024,780 US 08/28/1996 Screen peripheral device for wearable personal computer ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ CA2264167 CA 08/28/1997 Touch screen systems and methods ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ EP97941345.7 EP 08/28/1997 Touch screen systems and methods ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ JP09-011687 JP 08/28/1997 Touch screen systems and methods ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ PCT/US1997/014176 WO 08/28/1997 Touch screen systems and methods ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ 60/028,028 US 10/09/1996 Input device for wearable personal computer ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ 60/036,195 US 01/21/1997 On Assignor’s information and belief, each of the assets (patents or applications) listed above is believed to have lapsed or gone abandoned. Assignor nevertheless assigns to Assignee all Assignor’s rights to the inventions, invention disclosures, and discoveries that may be found in the assets listed above, whether or not capable of revival of prosecution or otherwise being effective or helpful to support a cause of action upon which to ▇▇▇ or otherwise enforce any claims under such assets for past, present or future infringement, together with the rights, if any, to revive prosecution of claims under such assets and to ▇▇▇ or otherwise enforce any claims under such assets for past, present or future infringement. Assignor hereby authorizes the respective patent office or governmental agency in each jurisdiction to make available to Assignee all records regarding the Certain Assets. The terms and conditions of this Assignment of Rights in Certain Assets will inure to the benefit of Assignee, its successors, assigns, and other legal representatives and will be binding upon Assignor, its successors, assigns, and other legal representatives. DATED this day of 20 . Name: Title: Seller will cause the followin...
Assignment of Rights in Certain Assets. For good and valuable consideration, the receipt of which is hereby acknowledged, Irvine Sensors Corporation, a Delaware corporation, with an office at 30▇▇ ▇▇▇▇▇▇▇ ▇▇▇., ▇▇▇▇. ▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ (“Assignor”), does hereby sell, assign, transfer, and convey unto Aprolase Development Co., LLC, a Delaware limited liability company, having an address at 27▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (“Assignee”), or its designees, the right, title, and interest in and to any and all of the following provisional patent applications, patent applications, patents, and other governmental grants or issuances of any kind (the “Certain Assets”): PCT/US00/029448 WO 10/25/2000 SYSTEM AND METHODS FOR PRODUCING HIGH RESOLUTION IMAGES FROM A VIDEO SEQUENCE OF LOWER RESOLUTION IMAGES ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ S; ▇▇▇▇▇▇ ▇▇▇▇ L; ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ G PCT/US92/005348 WO 6/24/1992 Fabricating electronic circuitry unit containing stacked IC layers having lead rerouting Go, Tiong C.(deceased,); ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇.; ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. PCT/US03/004462 WO 5/5/1993 Non-conductive end layer for integrated stack of IC chips Miyake, ▇▇▇▇▇▇▇ ▇. PCT/US99/013171 WO 6/10/1999 IC stack utilizing flexible circuits with BGA contacts ▇▇▇▇, ▇▇▇▇▇ ▇. PCT/US06/008920 WO 3/10/2006 Method for making a neo-layer comprising embedded discrete components He, Sambo PCT/US01/031583 WO 10/9/2001 High speed switching module comprised of stacked layers incorporating T-connect structures John C. Carson; Volkan H. Orguz PCT/US02/002276 WO 1/25/2002 A stackable microcircuit layer formed from a plastic encapsulated microcircuit and method of making the same Albert, Douglas M.; Gann, Keith D. PCT/US02/006848 WO 3/4/2002 Retro-reflector warm stop for uncooled thermal imaging cameras and method of using the same Kaufman, Charles S. PCT/US02/022617 WO 7/16/2002 Wearable biomonitor with flexible thinned integrated circuit Ogzuz, Volkhan H; Khashayar, Abbas PCT/US02/028628 WO 9/9/2002 Stacking of multilayer modules Yamaguchi, James Satsuo; Pepe, Angel Antonio; Ozguz, Volkan H.; Camien, Andrew Nelson PCT/US02/034339 WO 10/25/2002 Stackable layers containing encapsulated integrated circuit chips with one or more overlying interconnect layers and a method of making the same Pepe, Angel Antonio; Yamaguchi, James Satsuo PCT/US02/19779 WO 6/24/2002 Video event capture, storage and processing method and apparatus Randolph S. Carlson PCT/US03/009190 WO 9/27/1993 Fabrication of dense parallel solder bump connection...
Assignment of Rights in Certain Assets. For good and valuable consideration, the receipt of which is hereby acknowledged, CUI Global, Inc., a Colorado corporation, with an office at 2▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ("Assignor"), does hereby sell, assign, transfer, and convey unto Olantra Fund X L.L.C., a Delaware limited liability company, having an address at 2▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ("Assignee"), or its designees, the right, title, and interest in and to any and all of the following provisional patent applications, patent applications, patents, and other governmental grants or issuances of any kind (the "Certain Assets"): Patent or Application No. Country Filing Date Named Inventor 60/405,826 US 01/01/1900 Electronic assembly/system with reduced cost, mass, & volume & increased efficient power density J▇▇▇ ▇. ▇▇▇▇▇▇▇▇ KR10-2005-7003342 KR 02/25/2005 Electronic assembly/system with reduced cost, mass, and volume and increased efficiency and power density J▇▇▇ ▇. ▇▇▇▇▇▇▇▇ PCT/US2003/0259l3 WO 08/20/2003 Electronic assembly/system with reduced cost, mass, and volume and increased efficiency and power density J▇▇▇ ▇. ▇▇▇▇▇▇▇▇ 60/641,423 US 01/01/1900 High power density heat transport system J▇▇▇ ▇. ▇▇▇▇▇▇▇▇ 60/651,204 US 01/01/1900 Aerodynamic lighted display panel V▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ PCT/US2006/004615 WO 02/10/2006 Aerodynamic lighted display panel J▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ 7,138,659 US 05/18/2004 Led assembly with vented circuit board N▇▇▇▇▇ ▇▇▇▇▇▇ D▇▇▇▇ 11/538,769 US 10/04/2006 Led assembly with vented circuit board N▇▇▇▇▇ ▇▇▇▇▇▇ D▇▇▇▇
Assignment of Rights in Certain Assets. Upon the Closing, Seller sells, assigns, transfers, and conveys to Purchaser all Seller’s right, title, and interest in and to the Abandoned Assets.