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Anti-assignment	The Distributor shall not sub-contract or delegate in any manner any or all of its obligations under this agreement to any third party or agent.
Anti-assignment	Neither Party may assign this Agreement to a Third Party unless both Parties have agreed to such assignment in a writing signed by an authorized representative of each Party hereto; provided, however, that upon providing written notice, (i) either Party may, without the other Party’s consent, assign this Agreement to a...
Anti-assignment	Licensee shall not assign or otherwise transfer any of its rights, or delegate or otherwise transfer any of its obligations or performance, under this Agreement, in each case whether voluntarily, involuntarily, by operation of law or otherwise, without Licensor's prior written consent.
Anti-assignment	Sanofi shall have the right to grant sublicenses (through multiple tiers) under the rights granted to it under Section 3.1 to one or more Third Parties (i) outside of the United States, and (ii) in the United States; provided that for purposes of subsection (ii), Sanofi shall not sublicense substantially all of the rig...
Anti-assignment	Licensee agrees it shall not exchange, lease, sublease, distribute, assign, sell or otherwise transfer in any manner any right and/or interest incident to the License Technology to any third party under any circumstances, without the prior written consent of the Licensor.
Change of Control	then the other party may (but is not obliged to) terminate this Agreement forthwith upon notice to the Affected Party. Such termination is without prejudice to the rights and obligations of the parties that have accrued up to and including the date of termination.
Change of Control	This Agreement can be terminated at any time prior to the expiry of the Term, as follows: <omitted> (c) by the Consultant electing to give the Company notice, in the event that there occurs a Change of Control (as defined below) within six (6) months of the effective date of such Change of Control, and if the Consulta...
Change of Control	If BKC does not exercise its option under Subparagraph 15.4.1, Franchisee may conclude the sale to the purchaser who made the offer provided BKC's consent to the assignment or sale be first obtained as provided below.
Anti-assignment	Neither Party may assign or otherwise transfer this Agreement (or any of its rights or obligations hereunder) without the prior written consent of the other Party, except that either Party may assign this Agreement without such consent to an entity that acquires all or substantially all of the business or assets of suc...
Anti-assignment	Any attempt to assign, transfer or alienate the Options without the prior written consent of the Company shall be void.
Anti-assignment	Any assignment not in accordance with this Agreement shall be void.
Anti-assignment	Neither party may assign its rights or delegate its duties hereunder (except to an affiliated company, or to a successor in interest in the event of a merger, sale of assets of the business to which this Agreement is related, or consolidation) without the other party's prior written consent, and any purported attempt t...
Anti-assignment	This Agreement or any rights or obligations granted hereunder may not be assigned by ABW without the prior written consent of PCQ.
Anti-assignment	This Agreement may not be assigned by either Party without the prior written consent of the other Party.
Change of Control	The foregoing right of first refusal shall cease in the event of a Change of Control of either RemainCo or SpinCo, provided, however, that the Parties will discuss the feasibility of future collaboration, specifically related to the contribution of nuclear related subject matter by RemainCo, in good faith in the event ...
Anti-assignment	Each Party may assign its rights under the Agreement, but any assignment of rights will be void to the extent that (i) the assignment purports to impose upon the non-assigning Party additional costs or obligations or requires AT&T to make payments to any Person other than Vendor, (ii) the assignment purports to preclud...
Anti-assignment	Neither this Agreement nor any right created by it shall <omitted> be assignable by either party without the prior written consent of the other or as stated herein.
Anti-assignment	SERVICERS may terminate this Agreement prior to its expiration for cause upon prior written notice to ISO as follows: <omitted> (g) Upon an assignment of this Agreement by ISO without SERVICERS’ prior written consent;
Change of Control	Notwithstanding Section 7.1 above, this Agreement may be terminated upon the occurrence of any of the following events: (a) At the election of either party, in writing, if: (i) all or substantially all of the assets of the non-terminating party are transferred, sold or liquidated; <omitted> or (v) the ownership or op...
Change of Control	Any change in the control of you shall be deemed a transfer for purposes of this Agreement.
Anti-assignment	Neither party will assign any of its rights or obligations under this Agreement without the prior written consent of the other party, such consent not to be unreasonably, conditioned, withheld or delayed.
Anti-assignment	Neither Party shall have the right to assign or otherwise transfer its rights or obligations under this Agreement except with the prior written consent of the other Party, not to be unreasonably withheld or delayed.
Anti-assignment	No party may transfer or assign its rights or obligations under this Agreement without the prior written consent of the other parties and any transfer or assignment or purported transfer or assignment in contravention of this Section 18 shall be void and without force or effect.
Anti-assignment	Except as otherwise set forth herein, neither Party shall transfer, assign or cede any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law, without the prior written consent of the other Party, which consent may be withheld at the other Party's reasonable busine...
Anti-assignment	Except with Smith's prior written approval, this Agreement may not be assigned by TDA: (i) in connection with a merger, a sale of all or substantially all of the assets of TDA or other similar corporate reorganization, or the sale of substantially all of TDA's rights to all of its Golf Instruction Related Products; or ...
Anti-assignment	Neither party may assign this Agreement, in whole or in part, ---------- without the other party's written consent (which will not be unreasonably
Change of Control	Furthermore, Supplier shall notify Bank of America immediately In the event there is a change of control or material adverse change in Supplier’s business or financial condition.
Anti-assignment	Each Party may only subcontract its activities under this Agreement (including under a Workflow Development Plan) with the other Party’s consent; provided that such consent shall not be necessary if (a) such subcontracting of activities is [*] <omitted> of such subcontracting Party (e.g. []) or (b) [] (e.g. [...
Anti-assignment	Any attempt to assign this Agreement other than as permitted above will be null and void.
Anti-assignment	This Agreement is binding upon and enures to the benefit of the parties and their respective successors and assigns, and no party shall have the right to assign its rights hereunder or any interest herein without the prior written consent of the other parties.
Change of Control	Notwithstanding anything else in this Agreement, in the event of termination under this Paragraph 12.04 ExxonMobil may terminate any licenses granted to FCE under this Agreement that would otherwise survive termination, taking into account the circumstances surrounding the Change in Control.
Anti-assignment	Any assignment made by either Party in contravention of this Section 15.7 shall be null and void for all purposes.
Anti-assignment	This Agreement shall not be assigned by mPhase without the prior written consent of Lucent.
Anti-assignment	Any assignment or transfer, or attempted assignment or transfer, by either Party in violation of the terms of this Section 15.6 shall be null and void and of no legal effect.
Anti-assignment	Any transfer or assignment not permitted by this Section 11.8 shall be null and void.
Anti-assignment	Without limiting ARTICLE VIII, the license granted to the SpinCo Group in Section 3.03(a) shall automatically terminate in the event (i) that any member of the SpinCo Group assigns, transfers, licenses or otherwise conveys any rights in or to the Honeywell Content to any third party or (ii) of (x) the sale of all or su...
Anti-assignment	Neither Party may assign, delegate, or transfer this Agreement or any of its rights or duties hereunder, without the prior written consent of the other Party.
Anti-assignment	Surgical shall not assign this Agreement or any of its rights or privileges without the prior written consent of Imprimis, which consent Imprimis may grant or withhold in its sole discretion.
Change of Control	Notwithstanding the foregoing, if any Party to this Agreement (or any of its successors or permitted assigns) (a) shall enter into a consolidation or merger transaction in which such Party is not the surviving entity and the surviving entity acquires or assumes all or substantially all of such Party’s assets, (b) shall...
Anti-assignment	any other.
Anti-assignment	Except as expressly permitted hereunder or in Exhibit F hereto, neither party may transfer, assign or sublicense this Agreement, or any rights or obligations hereunder, whether by contract or by operation of law, except with the express written consent of the other party, and any attempted transfer, assignment or subli...
Anti-assignment	In the case of RevMed, the intellectual property owned or controlled by any such Acquiror or its Acquiror Family prior to the applicable Change of Control or other similar transaction immediately prior to such acquisition (other than as a result of a license from the acquired Party) or is thereafter developed outside t...
Anti-assignment	Neither party may assign this Agreement, in whole or in part, without the prior written consent of the other.
Anti-assignment	Any assignment of this Agreement in contravention of this Section 18.9 shall be null and void.
Change of Control	In the event that 8.2.1 one Party is in breach of its obligations hereunder and fails to cure such breach within ten (10) Business Days following the other Party’s written notice thereof, then the non-breaching Party may terminate this Agreement; 8.2.2 one Party enters into a bankruptcy process, Party B’s shar...
Anti-assignment	This Agreement and the rights and obligations hereunder may be assigned by the Provider upon written notice to the Company.
Anti-assignment	Either party may, at its election, assign this Agreement or any of its rights or delegate any of its obligations hereunder, in whole or in part, to any person, firm or corporation owning or acquiring all or a substantial portion of its assets, to any person, firm or corporation that ...
Anti-assignment	This Assignment shall inure to the benefit of, and shall be binding upon, the Parties and their respective successors and assigns, but, except as provided in Section 3 above, neither Party may assign this Assignment without the prior written consent of the other Party.
Anti-assignment	This Agreement may not be assigned by either Party, in whole or in part, to any Third Party without the prior written consent of the other Party, except that either Party may assign this Agreement as a whole, and all of its rights and obligations hereunder, without the consent of the other Party, but upon written notic...
Anti-assignment	Neither Party may assign this Agreement without the prior written consent of the other Party; provided, however that either Party may assign in connection with a merger or sale of all or substantially all of its stock or assets, provided the assignee agrees to be bound by all of the terms and conditions of this Agreeme...
Anti-assignment	Customer will not modify, translate, alter, tamper with, repair, or otherwise create derivative works of any software included in any Service; reverse engineer, disassemble, or decompile any software or Service or apply any other process or procedure to derive source code of any software included in any Service; or res...
Anti-assignment	Except as provided in this Section, neither Party may assign its rights or obligations under this Agreement without the prior written consent of the other Party, which shall not be unreasonably withheld.
Anti-assignment	This Agreement may not be assigned by either party without the prior written consent of the other party.
Anti-assignment	Detto may not assign any of its rights or delegate any of its obligations hereunder, whether by operation of law or otherwise, without PivX's prior written consent. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns.
Anti-assignment	This Agreement may not be assigned by either party without the express written consent of the other party, which approval will not be unreasonably withheld or delayed, except that either party may (without consent but with notice to the other party) assign this Agreement in its entirety to any successor in the event of...
Anti-assignment	The SENDER shall not assign totally or partially the Contract hereof, without the previous written consent by ECOPETROL.
Anti-assignment	Customer shall not assign this Agreement, in whole or in part, to any other person without the prior written consent of Supplier, not to be unreasonably withheld, conditioned or delayed.
Change of Control	Except as otherwise provided herein, a Party shall not have the right to assign any of its rights or obligations under this Agreement (whether through a merger, sale of stock, or otherwise) without the prior written consent of the other Party; except that, either Party shall be permitted, without any need for the o...
Change of Control	This Agreement may be terminated subject to the following clauses: <omitted> Subject to Section 1.6, by Vendor (or successor to Vendor), upon written notice to Distributor of a change of control of Vendor and the election by Vendor (or successor to Vendor) to terminate this Agreement, where a “change of control” shall ...
Anti-assignment	Any assignment or attempted assignment by either Party in violation of the terms of this Section 13.5 is null, void and of no legal effect.
Anti-assignment	Notwithstanding the foregoing, it shall not be deemed unreasonable for Columbia to withhold consent, to any proposed or attempted assignment (including by merger or sale) by Fleet to a party which is not an Affiliate, if Columbia is not reasonably satisfied that the assignee possesses the management, finances, personne...
Anti-assignment	This Agreement may not be assigned by either Party without the prior written consent of the other Party; provided, however that either Party may assign this Agreement, in whole or in part, to any of its Affiliates if such Party guarantees the performance of this Agreement by such Affiliate; and provided further that ei...
Anti-assignment	Neither party shall assign or transfer any of its rights under this Agreement without the prior written approval of the other party, except no such approval shall be required for an assignment to a financially responsible affiliate.
Change of Control	This Agreement shall terminate automatically without notice and immediately (a) if MS Capital Partners Adviser Inc. or another affiliate of Licensor is no longer acting as the investment adviser (any such entity, the “Advisor”) to Licensee under the Investment Advisory Agreement, dated as of [·], 201[9] (as the same ma...
Anti-assignment	AbbVie may use one (1) or more of its Affiliates to perform its obligations and duties hereunder and such AbbVie Affiliates are expressly granted certain rights herein; provided that each such Affiliate shall be bound by the corresponding obligations of AbbVie and, subject to an assignment to such Affiliate pursuant to...
Anti-assignment	If you propose to Transfer this Agreement, the Franchise or its assets, or any Interest, or if any of your Principal Owners proposes to Transfer a controlling Interest in you or make a Transfer that is one of a series of Transfers which taken together would constitute the Transfer of a controlling Interest in you, then...
Anti-assignment	Neither party may assign this Agreement, in whole or in part, without the other party's written consent (which will not be unreasonably withheld), except that no such consent will be required in connection with (i) a merger, reorganization or sale ...
Anti-assignment	Any purported assignment, delegation or transfer in violation of this Section 11.7 is void from the outset and shall be of no force or effect.
Change of Control	Without limiting ARTICLE VIII, the license granted to the SpinCo Group in Section 3.03(a) shall automatically terminate in the event (i) that any member of the SpinCo Group assigns, transfers, licenses or otherwise conveys any rights in or to the Honeywell Content to any third party or (ii) of (x) the sale of all or su...
Change of Control	Notwithstanding the foregoing, either party shall have the right to assign this Agreement in connection with the merger or acquisition of such party or the sale of all or substantially all of its assets related to this Agreement without such consent, except in the case where such transac...
Anti-assignment	This Agreement is personal to each of the parties, and neither party may assign or delegate any of its rights or obligations under this Agreement without first obtaining the other party’s written consent.
Anti-assignment	This Agreement shall not be assignable by either party unless the assignee expressly assumes in writing the obligations of the assignor hereunder.
Anti-assignment	(d) acknowledges that it remains bound by this agreement
Anti-assignment	Reseller acknowledges and agrees that it does not have the right to assign sub-resellers under this Agreement outside of the Territory, except with the prior written consent of Diversinet.
Change of Control	PB will notify SFJ in writing promptly (and in any event within [***]) following the entering into of a definitive agreement with respect to a Change of Control of PB.
Anti-assignment	Notwithstanding the aforesaid, either Party shall be entitled to assign, delegate, and/or subcontract its rights and obligation under this Agreement, in whole or in part, to one or more of its Affiliates on prior written notice to the other Party.
Anti-assignment	A change of control shall be deemed an assignment requiring consent hereunder provided that any transfer or assignment that results in Seller’s and Buyer’s current common parent, Reynolds Group Holdings Limited, ceasing to control either party shall not require consent of the other party.
Change of Control	Notwithstanding the foregoing, no such consent of Licensor is required under this Agreement in the event of a Change of Control of Licensee so long as: (a) the resulting, surviving or transferee Person assumes all the obligations of the Licensee by operation of Law or pursuant to an agreement in form and substance reas...
Change of Control	of the scope of this Agreement, or sells substantially all of its assets to another corporation, entity or individual outside of the scope of this Agreement;
Anti-assignment	No Party shall have the right to assign its rights or obligations under this Agreement without the consent of the other Parties hereto; provided, however, that either party hereto may make a collateral assignment of this Agreement solely to secure working capital financing for such party.
Change of Control	Notwithstanding the foregoing, in the event the form of consideration paid or payable includes securities for which there is not an active public market, in lieu of paying that portion of the fee with such securities COMPANY will make a cash payment to JHU equal to the fair market value of such securities.
Anti-assignment	Neither Party shall assign, pledge or otherwise transfer any of its rights, interest or obligations hereunder, whether by operation of law or otherwise, without the prior express written consent of the other Party.
Anti-assignment	Customer will not assign this Agreement or any of its rights hereunder without the prior written consent of IBM, such consent not to be unreasonably withheld.
Anti-assignment	Except as set forth below, MusclePharm shall not assign or otherwise transfer, license, sublicense, or delegate any rights or obligations under this Agreement without the express prior written consent of the AS Parties.
Anti-assignment	You (and your shareholders, partners and members) will not directly or indirectly make a Transfer without our prior written consent.
Change of Control	For purposes of the preceding sentence, and without limiting its generality, any merger, consolidation or reorganization involving Licensee (regardless of whether Licensee is a surviving or disappearing entity) will be deemed to be a transfer of rights, obligations or performance under this Agreement for which Licensor...
Anti-assignment	Neither you nor any of the Owners may make any Transfer or permit any Transfer to occur without obtaining our prior written consent.
Change of Control	8. You pay us a transfer fee equal to one-half (1/2) of the then-current Initial Franchise Fee; and
Anti-assignment	This Agreement shall be binding on the parties and their respective successors in interest and assigns, but neither party shall have the power to assign this Agreement without the prior written consent of the other party. LMG may not subcontract or delegate any of its duties or obligations of performance in this Agreem...
Anti-assignment	Neither TPC nor Consolidated Artists shall have any right to grant sublicenses hereunder or to otherwise <omitted> assign, transfer, alienate, encumber or hypothecate any of its rights or obligations hereunder without the express prior written consent of the other party, except that Consolidated Artists shall have the ...
Anti-assignment	Network Affiliate may not assign or transfer, by operation of law or otherwise, any of its rights under this Agreement or delegate any of its duties under this Agreement to any third party without NCM’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed.
Anti-assignment	Company may not subcontract with or otherwise use any Affiliate or Third Party to perform any Detailing or any of its other obligations under this Agreement without the prior written consent of Janssen.
Anti-assignment	Before engaging any IAC Subcontractor, IAC shall first notify and get written approval from Sonos for the use of such IAC Subcontractor.
Anti-assignment	The Managing Group may decide that the assigning Party will not remain jointly and severally liable with the assignee for the performance of this Agreement for the duration of the Agreement provided that the assigning Party will give notice to the other Parties in ...
Anti-assignment	Distributor may not assign or delegate its rights or obligations under this Agreement (other than (i) the right to receive any amount due, which shall be freely assignable, or (ii) to Distributor's parent or majority-owned subsidiary company of sufficient net worth to meet any potential liability under this Agreement) ...
Anti-assignment	Neither party shall assign, transfer, or subcontract this Agreement or any of its obligations hereunder without the other party's express, prior written consent, which will not be unreasonably withheld.
Change of Control	For the avoidance of doubt, a merger, change of control, reorganization or sale of all or substantially all of the stock of Licensee shall be deemed an “assignment” requiring the above consent, regardless of whether Licensee is the surviving entity or whether such transaction constitutes an assignment under applicable ...
Anti-assignment	Any assignment not in accordance with this Section 13.2 (Assignment) shall be void.
Anti-assignment	This Agreement may not be waived, amended or assigned without an agreed written and signed document, signed by both Parties.
Anti-assignment	This Agreement may not be assigned by either party, except (a) to the transferee of substantially all of the business operations of such party (whether by asset sale, stock sale, merger or otherwise) or (b) to any entity that controls, is controlled by or is under common control ...

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