TRANSFER AND ASSIGN Clause Samples

The "Transfer and Assign" clause defines the conditions under which a party may transfer or assign its rights and obligations under the agreement to another party. Typically, this clause specifies whether such transfers require the prior written consent of the other party, and may outline exceptions, such as assignments to affiliates or in connection with a merger or sale of business. Its core function is to control and clarify the circumstances in which contractual rights and duties can be shifted, thereby protecting the interests of all parties and preventing unwanted or unapproved changes in the contractual relationship.
TRANSFER AND ASSIGN. 12.1 Unless with the prior written consent of WFOE, the Domestic Company has no right to transfer or assign any of its rights and obligations hereunder. 12.2 This Agreement shall be binding upon the Domestic Company and its successors and assigns permitted by WFOE, and is enforceable by WFOE and its successors and assigns. 12.3 If WFOE is restructured for whatever reason, upon the request of WFOE, the Domestic Company shall enter into a new agreement containing the content substantially same to the terms and conditions of this Agreement with the restructured WFOE.
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TRANSFER AND ASSIGN. 9.1 Unless with the prior written consent of the Transferee, the Transferor has no right to transfer or assign any of its rights and obligations hereunder. 9.2 This Agreement shall be binding upon the Transferor and its successors and assigns permitted by Transferee, and is enforceable by Transferee and its successors and assigns. 9.3 If the Transferee is restructured for whatever reason, upon the request of the Transferee, the Transferor shall enter into a new agreement containing the content substantially same to the terms and conditions of this Agreement with the restructured Transferee.
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TRANSFER AND ASSIGN. 13.1 Unless with the prior written consent of WFOE, the Domestic Company has no right to transfer or assign any of its rights and obligations hereunder. 13.2 The Domestic Company hereby agrees that WFOE may transfer its rights and obligations under this Agreement to a third party, and that WFOE only needs to send a written notice to the Domestic Company when such transfer occurs, and there is no need to obtain consent from the Domestic Company for such transfer.
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TRANSFER AND ASSIGN. The right of first refusal set forth in this Section 6.2 may not be assigned or transferred. Notwithstanding the aforesaid, the right of first refusal is assignable by any Preferred Shareholder to any Affiliate of the Preferred Shareholder, and the Preferred Shareholder shall be entitled to apportion the right of first refusal hereby granted to it among its partners, members and Affiliates in such proportions as it deems appropriate (who shall not be a Company Specific Competitor).
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TRANSFER AND ASSIGN. The right of each Preferred Shareholder set forth in this Section 4.1 may not be assigned or transferred. Notwithstanding the aforesaid, the right of each Preferred Shareholder is assignable by any Preferred Shareholder to any Affiliate of such Preferred Shareholder, and each Preferred Shareholder shall be entitled to apportion the right of first offer hereby granted to it among its partners, members and Affiliates in such proportions as it deems appropriate (who shall not be a Company Specific Competitor).
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TRANSFER AND ASSIGN. 13.1 Unless with the prior written consent of WFOE, the Domestic Company has no right to transfer or assign any of its rights and obligations hereunder.
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Related to TRANSFER AND ASSIGN

  • Transfer and Assignment Party A may assign or transfer any of its rights or delegate any of its duties hereunder to any Affiliate of Party A that has a long-term issuer rating or a rating for its long term, unsecured and unsubordinated indebtedness that is equal to or better than Party A’s credit rating at the time of such assignment or transfer so long as (a) such assignee or transferee is organized under the laws of the United States or any State thereof; (b) Party B will not be required to pay to such assignee or transferee an amount in respect of an Indemnifiable Tax under Section 2(d)(i)(4) of the Agreement greater than the amount in respect of which Party B would have been required to pay Party A in the absence of such assignment or transfer; (c) Party B will not receive a payment from which an amount has been withheld or deducted on account of a Tax under Section 2(d)(i) of the Agreement in excess of that which Party A would have been required to so withhold or deduct in the absence of such assignment or transfer, unless Party A would be required to pay to Party B amounts under Section 2(d)(i)(4) of the Agreement in respect of such Tax; and (d) no Event of Default, Potential Event of Default or Termination Event will occur as a result of such assignment or transfer. Notwithstanding any other provision in this Confirmation to the contrary requiring or allowing Party A to purchase, sell, receive or deliver any Shares or other securities to or from Party B, Party A may designate any of its Affiliates to purchase, sell, receive or deliver such Shares or other securities and otherwise to perform Party A’s obligations in respect of the Transaction and any such designee may assume such obligations. Party A shall be discharged of its obligations to Party B to the extent of any such performance.

  • Transfers and Assignments You cannot assign or transfer any interest in your account unless we agree in writing.

  • Transfer and Assignment of Interests With the exception of transfers between family members, stated in 6.3, Members who wish to transfer, assign, convey or sell their Membership Interest must obtain unanimous written approval from the other Members. The other Members may approve or reject this request in their sole discretion.

  • Successor and Assigns This Agreement shall inure to the benefit of and be binding upon the successors and assigns of each of the parties, including subsequent Holders of Registrable Securities to the extent permitted herein.

  • Variation and assignment No variation of this agreement shall be valid or effective unless it is in writing. We may amend this TOBA by sending you either a notice of amendment in writing or a revised TOBA. We are entitled to assign this TOBA to any other Affiliate for so long as such company remains an Affiliate.