Assignment of the Sample Clauses

The Assignment clause governs the transfer of rights or obligations under a contract from one party to another. Typically, it specifies whether such transfers are permitted, if prior written consent is required, or if certain conditions must be met before an assignment can occur. For example, a party may wish to assign its contractual rights to a third party in the event of a merger or sale of business assets. The core function of this clause is to control and clarify how and when contractual interests can be transferred, thereby protecting the parties from unwanted or unauthorized changes in the contract's participants.
Assignment of the. Affected Shareholder's assets for the benefit of creditors or an appointment of a receiver to take possession of the shares of the Company owned by the Affected Shareholder which assignment or appointment is not revoked or vacated within 60 days;
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Assignment of the. Conservation Easements 1. The City agrees to be the contingent Conservation Easement holder for all of the Livermore Area Property Conservation Easements. If the County seeks to assign its rights and obligations under any of the Conservation Easements for the Livermore Area Properties, it first must offer the assignment to the City, in a manner that is consistent with the terms and conditions of the Conservation Easement and any GOCO-related grant requirements (the “Right of First Refusal”). The County agrees to not amend or eliminate the Right of First Refusal from any of the Conservation Easements without the written permission of the City. If the County amends or eliminates the Right of First Refusal from any of the Conservation Easements without the written permission of the City, the Parties agree that such action constitutes a default under Section D.6. of this Agreement. 2. In the event all or any portion of the Conservation Easements are sold, exchanged, transferred or otherwise extinguished, or taken by eminent domain, the net proceeds from such disposition shall be divided between the County and the City in the same proportion as their respective contributions to the initial purchase payments for acquiring the Conservation Easements as defined in Exhibit B. This division of proceeds is described in each Conservation Easement (the “Division”). The County agrees to not amend or eliminate the Division from any of the Conservation Easements without the written permission of the City. If the County amends or eliminates the Division from any of the Conservation Easements without the written permission of the City, the Parties agree that such action constitutes a default under Section D.6. of this Agreement.
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Assignment of the. Company's rights in the Joint Technology. In the event the Company terminates this Agreement (in whole or in part) pursuant to Section 13.2.1 or Ramot terminates this Agreement pursuant to Section 6.5, 13.2.2, 13.2.3 or 13.2.4, the Company shall take all action reasonably necessary, including, without limitation, the execution of any document, to assign to Ramot all of Ramot's interest in the Joint Technology.
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Assignment of the. Contract Contract Changes by the Company Contract Changes by the Contract Owner Contract Termination Incontestability Misstatement of Age or Sex Nonparticipating Non-Business Days Regulatory Requirements Right to Examine Contract Voting Rights -------------------------------------------------------------------------------- ----------------------------------------------------------------
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Assignment of the. Terms You may not transfer or assign your rights and licenses granted under these Terms of Service. Itus AI, however, may assign these Terms without restriction.
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Assignment of the claim under the Loan Agreement and any collateral a) The Policyholder shall assign to the Beneficiary the claim under the Loan Agreement. If the claim under the Loan Agreement has been assigned to the Beneficiary on a non-disclosed basis, the Policyholder shall disclose the assignment upon the request of the Federal Government in the event of the commencement of insolvency proceedings with respect to the Policyholder’s assets. b) The Federal Government shall be informed of the fact that an assignment contract has been entered into. c) If the assignment contract proves to be legally void, the Policyholder shall be deemed to hold the claim under the Loan Agreement in trust for the Beneficiary. It shall enter into the necessary agreements with the Beneficiary for this purpose. d) The Policyholder shall also hold any collateral provided as security for the claim under the Loan Agreement in trust for the Beneficiary unless this collateral has already passed to the Beneficiary in conjunction with the claim under the Loan Agreement. Sentence 2 of Article 4.c) shall apply accordingly.
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Related to Assignment of the

  • Assignment, Etc The Holder may assign or transfer this Note to any transferee at its sole discretion. This Note shall be binding upon the Company and its successors and shall inure to the benefit of the Holder and its successors and permitted assigns.

  • Assignment of Contracts GSAM agrees to assign (or cause to be assigned) to GSRP or OpCo without recourse, representation or warranty (except as expressly set forth in this Agreement), all of GSAM’s or such Affiliate’s right, title and interest in and to, and GSRP agrees to assume, or cause OpCo to agree to assume, the obligations of GSAM or such Affiliate’s obligations under, each of the Contracts set forth on Section 6.18 of the GSRP Disclosure Letter (collectively the “Assigned Contracts”), pursuant to documentation (the “Assigned Contracts Documentation”) in form and substance consistent with this Section 6.18 and otherwise in form and substance satisfactory to the Parties. GSAM has made available, or caused to be made available, to GSRP true and correct copies of the Assigned Contacts. Except as provided below, GSAM shall remain responsible for paying and satisfying, and shall protect, defend, indemnify and hold harmless GSRP from, all Liabilities related to or arising from the Assigned Contracts, to the extent such Liabilities relate to or arise from the period prior to the Closing. GSRP shall be responsible for paying and satisfying, and shall protect, defend, indemnify and hold harmless GSAM from, all Liabilities related to or arising from the Assigned Contracts, to the extent such Liabilities relate to or arise from the period on or after the Closing. Notwithstanding the second preceding sentence, in the case of any Assigned Contract that prior to the Closing was for the benefit of the GSRP Entities, from and after the Closing GSRP shall protect, defend, indemnify and hold harmless GSAM from, all Liabilities, related to or arising from such Assigned Contract, to the extent GSRP is required to do so under the Management Agreement. Without limiting the foregoing, OpCo shall remain responsible for, and shall pay and discharge when due all Liabilities that constitute Company Expenses (as defined in the OpCo LLC Agreement) that were incurred prior to the Closing.

  • Assignment of Contract A. No assignment by a party hereto of any rights under or interests in the Contract will be binding on another party hereto without the written consent of the party sought to be bound; and, specifically but without limitation, moneys that may become due and moneys that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents.

  • Assignment to Owners Interconnection Customer may assign the Interconnection Service Agreement without the Interconnected Transmission Owner’s or Transmission Provider’s prior consent to any Affiliate or person that purchases or otherwise acquires, directly or indirectly, all or substantially all of the Customer Facility and the Customer Interconnection Facilities, provided that prior to the effective date of any such assignment, the assignee shall demonstrate that, as of the effective date of the assignment, the assignee has the technical and operational competence to comply with the requirements of this Interconnection Service Agreement and assumes in a writing provided to the Interconnected Transmission Owner and Transmission Provider all rights, duties, and obligations of Interconnection Customer arising under this Interconnection Service Agreement. However, any assignment described herein shall not relieve or discharge the Interconnection Customer from any of its obligations hereunder absent the written consent of the Transmission Provider, such consent not to be unreasonably withheld, conditioned or delayed.

  • Assignment of Agreements Each applicable Borrower shall have executed and delivered to Lender the Assignments of Agreements, and the Assignments of Agreements shall, to the extent prudent pursuant to local practice, have been irrevocably delivered to an authorized title agent for the Title Insurer for such recordation in the appropriate filing offices in the jurisdiction in which the applicable Individual Property is located.