Assignment to EDS. To the extent that the Think Parties have any right, title or interest in or to the Co-Owned Subject Matter, the Think Parties hereby assign and transfer to EDS an undivided co-ownership interest in the Co-Owned Subject Matter and all Intellectual Property Rights embodied in the Co-Owned Subject Matter.
EDS and TCDS entered into that certain Intellectual Property Assignment, dated January 1, 2015 (Assignment Agreement), under which EDS assigned TCDS an undivided co-ownership interest in certain of the assets and associated intellectual property rights that had been assigned to EDS under the Spin-Out Agreement, including certain subsequent developments of such assets;
Fee. The Parties acknowledge that TCDS has paid to EDS the amounts specified in Exhibit A (Assignment Fees) in consideration for the prior grant of rights under the Assignment Agreement.
EDS is a wholly owned subsidiary of [[Elevate Parties:Organization]], and TCDS is a wholly owned subsidiary of [[Think Parties:Organization]];
Assignment. 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 prior written consent of the other Party. Notwithstanding the foregoing, either Party may, without consent of the other Party, assign this Agreement and its rights and obligations hereunder in whole or in part to an Affiliate of such Party, or in whole to its successor in interest in connection with the sale of all or substantially all of its stock or its assets to which this Agreement relates, or in connection with a merger, acquisition or similar transaction. Any attempted assignment not in accordance with the foregoing shall be null and void and of no legal effect. Any permitted assignee shall assume all assigned obligations of its assignor under this Agreement. The terms and conditions of this Agreement shall be binding upon, and shall inure
Assignment. No Receivable has been originated in, or is subject to the laws of, any jurisdiction under which the sale, transfer, assignment, setting over, conveyance or pledge of such Receivable would be unlawful, void, or voidable. Neither any Originator nor has entered into any agreement with any Obligor that prohibits, restricts or conditions the assignment of the related Receivable.
Assignment. The terms of this Bonus Plan shall be binding upon and inure to the benefit of the Company and its successors and assigns.
Assignment. No assignment or transfer of this Note or any rights or obligations hereunder may be made by any party hereto (by operation of law or otherwise) without the prior written consent of the other party hereto and any attempted assignment without the required consent shall be void.
Assignment. This Agreement is a personal contract, and the rights and interest of Executive hereunder may not be sold, transferred, assigned, pledged or hypothecated. Except as otherwise may be herein expressly provided, this Agreement shall inure to the benefit of and be binding upon Employer and its successors and assigns.
Assignment. This Agreement shall be binding upon the successors and permitted assigns of each of the parties hereto. Except as permitted herein, neither party may assign this Agreement or any of its respective rights hereunder without the prior written consent of the non-assigning party. Notwithstanding anything to the contrary contained herein, Seller acknowledges that Buyer intends to assign its rights to acquire a portion of the Shares to a third party, and Seller hereby agrees and consents to such assignment. Seller further agrees that any and all cash proceeds she receives from the sale of such Shares to Buyer’s assignee shall reduce the amount of, and be applied against, the Closing Cash Payment payable by Buyer hereunder. In connection with such sale by Seller to Buyer’s assignee, Seller shall execute such agreements and instruments as are reasonably necessary to transfer free and clear title to the Shares purchased by Buyer’s assignee to Buyer’s assignee, including, without limitation, a stock purchase agreement substantially similar to the terms of this Agreement.
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