Revocation of, or Change in, Assignment Sample Clauses

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Revocation of, or Change in, Assignment. (i) By notice to the QI, each Legal Entity may revoke its assignment to the QI of its Rights with respect to any Replacement Property identified in such notice. (ii) By notice to the QI, each Legal Entity may cease assigning to the QI such Legal Entity’s Rights pursuant to this Section 2.04 with respect to any of its Relinquished Property identified in such notice and any related Relinquished Property Agreement, if then in existence, whereupon the property identified in such notice shall cease to be Relinquished Property and any related agreement shall cease to be a Relinquished Property
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Revocation of, or Change in, Assignment. By notice to the QI, the Exchangor may revoke its assignment to the QI of its Rights with respect to any Replacement Property identified in such notice. Similarly, by notice to the QI, the Exchangor may cease assigning to the QI the Exchangor’s Rights pursuant to this Section 2.5 with respect to any of its Relinquished Property identified in such notice. Not later than the termination date specified in any notice of termination delivered pursuant to
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Revocation of, or Change in, Assignment. (i) By notice to the QI, each Legal Entity may revoke its assignment to the QI of its Rights under a then-existing Relinquished Property Agreement or Replacement Property Agreement with respect to any item or items of Tangible Personal Property identified in such notice and not yet transferred or received. (ii) By notice to the QI, each Legal Entity may cease assigning to the QI such Legal Entity’s Rights pursuant to this Section 2.05 with respect to any or all items of Tangible Personal Property to be transferred or acquired pursuant to a particular Relinquished Property Agreement or a particular Replacement Property Agreement identified in such notice. (iii) Not later than the Termination Date specified in any notice of termination delivered pursuant to Section 7.01(a), the applicable Legal Entity shall cease assigning to the QI its Rights with respect to any Tangible Personal Property to be transferred or acquired (as the case may be) relating to the Vehicles on or after such date. (iv) On the Special Termination Date specified in Section 7.01(b), the Legal Entities shall cease assigning to the QI its Rights with respect to any Tangible Personal Property to be transferred or acquired (as the case may be) relating to the Vehicles arising on or after such date. Any such notices shall only be effective with respect to property transferred or received after the date on which such notice is given.
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Revocation of, or Change in, Assignment. By written notice to QI, each Exchanger may revoke its assignment to QI of its Rights in any Relinquished Property Agreement or Replacement Property Agreement, or cease assigning its Rights with respect to any Relinquished Property Agreement(s) and/or Replacement Property Agreement(s) arising on or after the date of notice and identified in such notice, but only as to any Relinquished Property and/or Replacement Property to which ownership has not yet transferred pursuant to the applicable Relinquished Property Agreement and/or Replacement Property Agreement and, for any Relinquished Property, to which the Identification Period has not expired. Not later than the termination date specified in any notice of termination delivered pursuant to Section 7.1 hereof, the applicable Exchanger shall cease assigning to QI its Rights with respect to any Relinquished Property arising on or after such date.
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Revocation of, or Change in, Assignment. By notice to PHF, the Exchangor may revoke its assignment to PHF of its Rights with respect to any Replacement Property identified in such notice. Similarly, by notice to PHF, the Exchangor may cease assigning to PHF the Exchangor’s Rights pursuant to this Section 2.4 with respect to any of its Relinquished Property identified in such notice. Not later than the Termination Date, the Exchangor shall cease assigning to PHF its Rights with respect to any Relinquished Property arising on or after such date. Any such notices shall only be effective with respect to property transferred or received after the date on which such notice is given.
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Related to Revocation of, or Change in, Assignment

  • Continuation of or Change in Business Each of the Loan Parties shall not, and shall not permit any of its Subsidiaries to, engage in any business other than the development, manufacturing, sales and administration of safety products and related items, substantially as conducted and operated by such Loan Party or Subsidiary during the present fiscal year and businesses substantially related, incidental or ancillary thereto.

  • Change in Agreement Any change deemed necessary in this Agreement may be made by mutual agreement at any time during the life of this Agreement.

  • Assignment; Change of Control 10.3.1 Except as provided in this Section 10.3, this Agreement may not be assigned or otherwise transferred, nor may any right or obligation hereunder be assigned or transferred, by either Party without the consent of the other Party, such consent not be unreasonably withheld. Any permitted assignee under this Agreement shall assume in writing all assigned obligations of its assignor under this Agreement. All validly assigned rights of a Party shall inure to the benefit of and be enforceable by, and all validly assigned obligations of such Party shall be binding on and enforceable against, each permitted assignee of such Party; provided that such Party shall remain jointly and severally liable for the performance of the assigned obligations under this Agreement. Any attempted assignment not in accordance with this Section 10.3 shall be void. 10.3.2 Astellas may, without Ambit’s consent, assign this Agreement and all its rights and obligations hereunder in whole (but not in part) to an Astellas Affiliate, or to Astellas’s successor in interest (whether by acquisition, merger, reorganization, restructuring, asset purchase or otherwise) to all or substantially all the business or assets to which this Agreement relates. In addition, Astellas may, without Ambit’s consent, perform any or all of its obligations and exercise any or all of its rights under this Agreement through any of Astellas’s Affiliates. 10.3.3 Ambit may, without Astellas’s consent, assign this Agreement and all its rights and obligations hereunder in whole (but not in part) to Ambit’s successor in interest (whether by acquisition, merger, reorganization, restructuring, asset purchase or otherwise) to all or substantially all the business or assets to which this Agreement relates; provided, however, that Ambit shall notify Astellas promptly upon the completion of any such transaction. Further, upon any Change of Control of Ambit, Astellas shall have the right, at its sole discretion upon thirty (30) days prior written notice at any time within three (3) months after completion of such a Change of Control of Ambit, to exercise one or more of the following options: (a) Terminate any existing Co-Promotion Option that has not been exercised prior to the date of such Astellas termination; (b) Terminate any existing Co-Promotion Agreement, provided however that in the event of a termination of any applicable Co-Promotion Agreement existing as of the date of Astellas’s termination in accordance with this Section 10.3.3 based on a Change of Control of Ambit, the following shall apply from and after the effective date of such termination event(s): (i) The applicable Product(s) shall no longer constitute a Co-Promoted Product(s) under this Agreement, except that (A) the Parties shall be required to pay to one another Co-Promotion Payments in accordance with Section 3.8.5 with the applicable financial terms and conditions of this Agreement applied for purposes of calculating such payments as if such Product(s) were a Co-Promoted Product(s) hereunder; and (B) such Product(s) shall continue to be treated as a Co-Promoted Product(s) for purposes of Article 7 (including for purposes of applying defined terms used in Article 7 to give effect to the provisions thereof); (ii) Notwithstanding any other term or condition of this Agreement to the contrary, Allowed Expenses for purposes of determining such Co-Promotion Payments shall be deemed to include any and all costs (internal and out-of-pocket), whether direct or indirect, incurred to build, maintain and operate Astellas’s, its Related Party’s or subcontractors’s sales force(s) in the U.S. for the Product(s) that was the subject of the Co-Promotion Agreement, and to use such sales force(s) to Promote the Product(s) in the U.S., including any such amounts incurred to provide, support and maintain sales force managers for such sales force(s); (iii) Without limitation to the foregoing, for purposes of calculating Co-Promotion Payments, (A) any requirement that Allowed Expenses be incurred in accordance with any budget shall not apply, (B) Sections 3.8 and 3.9 shall have no further force or effect, and, for clarity, (x) Astellas shall not be under any obligations to prepare or present for Ambit’s review any Co-Promotion Plan, (y) the JCC shall be terminated, and (z) Astellas shall have no obligations to continue providing to Ambit information with respect to commercialization activities for the U.S., and (C) Astellas shall have sole control over all commercialization matters in the U.S., except that Astellas shall provide to Ambit summary reports each Calendar Quarter with respect to its commercialization activities in the U.S; (iv) For clarity, nothing contained herein is intended or shall be construed to be in derogation of Astellas’s obligations to use Commercially Reasonable Efforts to commercialize the applicable Product(s) in the U.S. as required pursuant to Section 3.6.1, or Ambit’s right to conduct audits pursuant to Section 4.6;

  • Assignment and Change of Control a. Seller shall not and shall cause its affiliates not to, directly, indirectly, voluntarily or involuntarily, in each case, whether by transfer, operation of law, Change of Control (as defined in subparagraph b below) or otherwise assign this Contract, assign any of its rights or interest in this Contract, delegate any of its obligations under this Contract, or subcontract for all or substantially all of its performance of this Contract (each, an “Assignment”), without Buyer’s prior written consent after advance written notice by Seller. No purported Assignment, with or without Buyer’s consent, shall relieve Seller of any of its obligations under this Contract or prejudice any rights or claims that Buyer may have against Seller, whether such obligations, rights or claims, as the case may be, arise before or after the date of any purported Assignment; provided however, that Seller may assign its right to monies due or to become due under this Contract, and this Article does not limit Seller’s ability to purchase standard commercial supplies or raw material in connection with its performance of this Contract. b. For purposes of this Contract, the term “Change in Control” shall mean any of the following, whether in a single transaction or a series of related transactions and whether or not Seller is a party thereto:

  • Disclosure upon assignment and novation You hereby consent, in connection with any, or any proposed, novation, assignment, transfer or sale of any of our rights and/or obligations with respect to or in connection with your card account(s) and any facilities and services available in connection with the card to any novatee, assignee, transferee, purchaser or any other person participating or otherwise involved in such, or such proposed, transaction, to the disclosure, to any such person, by us, of any and all information relating to you, your card account(s) with us, this agreement and any security, guarantee and assurance provided to secure your obligations thereunder and any other information whatsoever which may be required in relation thereto.