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Non-transferability clause: Copy, customize, and use instantly

Introduction

A non-transferability clause ensures that one party cannot assign, transfer, or delegate its rights or obligations under the agreement without the prior consent of the other party. This clause provides protection by maintaining control over the parties involved in the agreement and prevents the unwanted transfer of responsibilities or rights to third parties.

Below are templates for non-transferability clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.

Standard non-transferability clause

This variation applies to agreements where transfer of rights or obligations is restricted.

Neither party may assign, transfer, or delegate any rights or obligations under this agreement without the prior written consent of the other party. Any unauthorized assignment, transfer, or delegation shall be null and void.

Non-transferability clause with exception for affiliates

This variation applies when transfers are allowed to affiliates.

Neither party may assign or transfer any of its rights or obligations under this agreement without the prior written consent of the other party, except that either party may assign or transfer such rights or obligations to an affiliate or subsidiary without such consent.

Non-transferability clause for change of control

This variation applies when a change in control is considered an assignment.

Neither party shall assign or transfer any of its rights or obligations under this agreement, nor shall any of its rights or obligations be transferred due to a change in control, without the prior written consent of the other party. A "change of control" shall be defined as any sale or transfer of more than 50% of the party's voting shares or assets.

Non-transferability clause with permission for subcontracting

This variation applies when subcontracting is allowed but assignment is prohibited.

No party may assign or transfer its rights or obligations under this agreement to any third party, except that the party may subcontract its performance of any obligations hereunder to a third party with the prior written consent of the other party. All other assignments or transfers are prohibited.

This variation applies when specific conditions are set for assignment or transfer.

Neither party may assign, transfer, or delegate any rights or obligations under this agreement to any third party without the prior written consent of the other party, which consent shall not be unreasonably withheld. In the event of such an assignment, the assigning party shall remain liable for its obligations under this agreement.

Non-transferability clause for intellectual property rights

This variation applies when intellectual property rights are involved.

The rights and obligations under this agreement, including any intellectual property rights, may not be transferred, assigned, or sublicensed by either party without the prior written consent of the other party. Any unauthorized transfer or assignment of rights shall be deemed void.

Non-transferability clause for non-compete situations

This variation applies when non-compete restrictions are in place.

Neither party may assign, transfer, or delegate any of its rights or obligations under this agreement, including its non-compete obligations, to any third party without the express written consent of the other party. Any attempt to do so without consent shall be void and unenforceable.

This variation applies when legal obligations are allowed to be transferred.

Neither party may assign or transfer any rights or obligations under this agreement, except that either party may assign or transfer such rights or obligations to a third party in connection with a merger, acquisition, or reorganization, or as required by law, without the prior written consent of the other party.

Non-transferability clause with transfer for sale of business

This variation applies when transfer is allowed in case of a business sale.

The rights and obligations under this agreement may not be assigned or transferred to any third party, except in the case of a sale of all or substantially all of a party’s business or assets, in which case the rights and obligations of this agreement may be transferred to the purchaser with the prior written consent of the other party.

Non-transferability clause with termination rights

This variation applies when assignment or transfer can trigger termination.

Neither party may assign or transfer any of its rights or obligations under this agreement to any third party without the prior written consent of the other party. Any unauthorized assignment or transfer shall constitute a material breach of this agreement and shall entitle the non-breaching party to terminate this agreement immediately.

Non-transferability clause with conditions on transfer

This variation applies when transfers are allowed but with specific conditions.

The rights and obligations under this agreement may not be assigned or transferred without the prior written consent of the other party. If such consent is granted, the party assigning or transferring its rights must ensure that the assignee or transferee agrees in writing to abide by all terms and conditions of this agreement.

Non-transferability clause with exception for government transfers

This variation applies when the transfer is allowed in case of government-related changes.

This agreement shall not be assigned or transferred by either party to any third party without the prior written consent of the other party, except in the case of a transfer to a government entity or as required by law, in which case no consent is necessary.

Non-transferability clause for payment obligations

This variation applies when only payment obligations can be transferred.

Neither party may assign or transfer any of its rights or obligations under this agreement, except that the payment obligations under this agreement may be assigned to a third party with the prior written consent of the other party. All other rights and obligations may not be transferred or assigned.

Non-transferability clause for confidentiality obligations

This variation applies when confidentiality obligations are tied to non-transferability.

The rights and obligations under this agreement may not be assigned or transferred to any third party, including subcontractors, without the prior written consent of the other party. Both parties agree that any confidentiality obligations shall remain in effect, even after any permissible transfer.

Non-transferability clause with exclusivity exception

This variation applies to exclusive agreements where transfer is restricted.

Neither party may assign, transfer, or delegate any of its rights or obligations under this agreement, except as expressly permitted in this agreement. In the event of an exclusive agreement, any transfer or assignment must be pre-approved by the other party to maintain the exclusivity.

Non-transferability clause with jurisdictional application

This variation applies when the jurisdiction governs the transferability.

This agreement shall be governed by and construed in accordance with the laws of [State/Country], and neither party may assign, transfer, or delegate any rights or obligations under this agreement without the prior written consent of the other party, except as permitted by the applicable jurisdictional law.

This variation applies when affiliates can transfer with consent.

Neither party may assign or transfer any rights or obligations under this agreement without the prior written consent of the other party, except that either party may assign such rights to its affiliated entities, provided that such affiliates agree to be bound by all terms of this agreement.

Non-transferability clause with non-assignability for personal services

This variation applies when personal services are involved.

This agreement is personal to the parties, and neither party may assign, transfer, or delegate any of its rights or obligations under this agreement without the prior written consent of the other party. This includes any delegation of personal services, which shall not be assigned.

Non-transferability clause for franchising agreements

This variation applies when the agreement is part of a franchise arrangement.

Neither party may assign, transfer, or sublicense any rights or obligations under this agreement without the prior written consent of the other party, except that the franchisee may transfer or assign the franchise rights in accordance with the franchisor’s transfer policies.

Non-transferability clause for specific duties in project agreements

This variation applies when specific duties related to a project are non-transferable.

Neither party may assign, transfer, or delegate any of its rights or obligations under this agreement to a third party, including the duties related to the performance of this project, without the prior written consent of the other party.

Non-transferability clause for corporate restructuring

This variation applies when corporate restructuring allows transfers.

The rights and obligations under this agreement may not be transferred or assigned to any third party without the prior written consent of the other party, except in the event of a corporate restructuring where such transfer or assignment is necessary for the continuation of the business.

Non-transferability clause with transferability for mergers or acquisitions

This variation applies when mergers or acquisitions allow transfers.

Neither party may assign or transfer any rights or obligations under this agreement without the prior written consent of the other party, except in the case of a merger, acquisition, or sale of substantially all assets, in which case the agreement may be transferred to the successor entity.

Non-transferability clause with prohibition for subcontracting

This variation applies when subcontracting is prohibited.

This agreement shall not be assigned, transferred, or subcontracted in whole or in part without the express prior written consent of the other party. Any unauthorized subcontracting shall be deemed a material breach of this agreement.

Non-transferability clause with exception for business sale

This variation applies when transfer is permitted during a business sale.

The rights and obligations under this agreement may not be assigned or transferred, except in the case of the sale or transfer of a business, in which case the new owner must agree to assume all responsibilities and obligations of this agreement.

Non-transferability clause with mutual agreement for assignment

This variation applies when both parties agree to assignment.

Neither party may assign or transfer any rights or obligations under this agreement without the prior written consent of the other party. However, such consent shall not be unreasonably withheld, and the parties may mutually agree to assign or transfer specific rights or obligations.

Non-transferability clause for limiting delegation

This variation applies when delegation is restricted.

This agreement may not be assigned, transferred, or delegated to any third party without the express written consent of the other party. Delegation of duties or performance obligations is strictly prohibited unless otherwise specified in this agreement.

Non-transferability clause for obligations tied to specific individuals

This variation applies when obligations are tied to specific individuals.

The rights and obligations under this agreement are tied to the specific individuals or entities involved and may not be assigned or transferred to any third party without the prior written consent of the other party.

This variation applies to agreements involving government entities.

This agreement shall not be transferred or assigned to any third party without the prior written consent of the other party, except for assignments or transfers required by law or government regulations governing the performance of this agreement.

This variation applies when transfers are permitted to related parties.

Neither party may assign

or transfer any rights or obligations under this agreement without the prior written consent of the other party, except that either party may transfer or assign rights to its affiliates or related entities without consent, provided that the transferee is bound by the terms of this agreement.

Non-transferability clause for limiting subcontracting obligations

This variation applies when limiting subcontracting is required.

Neither party may assign, transfer, or subcontract any of its rights or obligations under this agreement without the prior written consent of the other party. The parties agree to limit subcontracting and only allow it in exceptional circumstances.

Non-transferability clause with restriction on transferable interests

This variation applies to restrict the transfer of ownership or interests.

This agreement prohibits the transfer of any ownership interest or rights to this agreement, including by merger, consolidation, or sale of assets, without the prior written consent of the other party.

Non-transferability clause with exclusion for personal service contracts

This variation applies when personal services are involved and cannot be transferred.

This agreement is personal to the parties, and neither party may assign or transfer any rights or obligations under this agreement, including any personal services provided hereunder, without the prior written consent of the other party.

Non-transferability clause for controlling party changes

This variation applies when a change in control is considered a transfer.

Neither party may assign or transfer any of its rights or obligations under this agreement, including any interest in this agreement, without the prior written consent of the other party. A change in control of either party, whether by merger, acquisition, or other means, shall be deemed an assignment under this clause.

This variation applies when legal transfers are allowed under specific circumstances.

Neither party may assign, transfer, or delegate any rights or obligations under this agreement without the prior written consent of the other party, except as may be required by law, including any legal or regulatory transfer of rights.

Non-transferability clause with provision for assignment to successors

This variation applies when rights and obligations can be transferred to successors.

This agreement shall not be assigned or transferred by either party without the prior written consent of the other party, except to the successor or assigns of the party by merger or acquisition of the business.

Non-transferability clause with restriction on sale or lease of assets

This variation applies when transferring or leasing assets is restricted.

Neither party may assign or transfer any rights or obligations under this agreement, including by the sale or lease of its assets, without the prior written consent of the other party, except in the case of a bona fide sale of assets.

Non-transferability clause with a provision for exceptions for affiliates

This variation applies when transfers to affiliates are permitted.

Neither party may assign, transfer, or delegate any of its rights or obligations under this agreement to any third party without the prior written consent of the other party, except that either party may assign or transfer such rights or obligations to an affiliate or subsidiary.

Non-transferability clause for prohibited delegation of services

This variation applies to services that cannot be delegated.

Neither party may assign, transfer, or delegate any of its rights or obligations under this agreement, including any service obligations, without the prior written consent of the other party. Delegation of duties is strictly prohibited unless agreed in writing by both parties.

Non-transferability clause with specific approval requirement

This variation applies when specific approval is required for transfer.

This agreement may not be assigned or transferred by either party to any third party without the prior written consent of the other party. Such consent shall not be unreasonably withheld and must be granted in writing by the party receiving the request.

This variation applies to subcontracting and requires consent.

The rights and obligations of this agreement may not be assigned or transferred by either party to any third party without the prior written consent of the other party. Subcontracting of any performance obligation requires the approval of both parties in writing.

Non-transferability clause with exception for merger or acquisition

This variation applies when transfers are permitted for mergers or acquisitions.

This agreement shall not be assigned or transferred by either party to any third party, except in the case of a merger, acquisition, or sale of substantially all assets. In such cases, the agreement may be transferred to the new entity, provided the new entity agrees to abide by all terms herein.

Non-transferability clause with restriction on sublicensing

This variation applies to prohibit sublicensing.

Neither party may assign, transfer, or sublicense any of its rights or obligations under this agreement to any third party without the prior written consent of the other party. Any attempt to sublicense rights under this agreement shall be deemed a material breach.

Non-transferability clause with provision for emergency transfer

This variation applies when emergency transfer is allowed.

In the event of an emergency situation that requires immediate action, either party may transfer or assign its obligations to a third party without the other party's consent. However, the transferring party must notify the other party as soon as practicable following the transfer.

Non-transferability clause for transfer upon governmental requirement

This variation applies when governmental requirements necessitate transfer.

Neither party may assign, transfer, or delegate its rights or obligations under this agreement without the prior written consent of the other party, except as required by applicable law or regulation, in which case the assignment or transfer will be made in accordance with the law.

Non-transferability clause with restrictions on transfer of shares

This variation applies when transfer of shares is restricted.

No party shall assign or transfer its interest in this agreement by transferring any shares or equity interest in its company without the prior written consent of the other party, and any such transfer will be subject to the other party’s right of first refusal.

Non-transferability clause with exception for parent companies

This variation applies when transfers to parent companies are allowed.

Neither party may assign or transfer any of its rights or obligations under this agreement without the prior written consent of the other party. However, either party may assign or transfer such rights or obligations to a parent company, provided that the parent company agrees to be bound by the terms of this agreement.

Non-transferability clause for limitation on external party access

This variation applies when external party access is limited.

Neither party may assign or transfer its rights or obligations under this agreement to any third party without the prior written consent of the other party. Any external party seeking to gain access to the agreement’s terms must be approved by both parties before any information is shared.

Non-transferability clause with rights to assign in bankruptcy

This variation applies when transfer is allowed in case of bankruptcy.

In the event of a bankruptcy, insolvency, or similar proceeding, either party may assign or transfer its rights and obligations under this agreement to its trustee, receiver, or other legal representative. However, such transfer must be approved by the other party in writing.

Non-transferability clause with provision for transfer due to operational necessity

This variation applies when operational necessity allows transfer.

Neither party may assign or transfer any rights or obligations under this agreement without the prior written consent of the other party, except when operational necessity requires the transfer of rights to a third party, subject to prior approval by the non-transferring party.

Non-transferability clause for continuation of obligations after transfer

This variation applies when obligations must continue after a transfer.

Any assignment or transfer of rights or obligations under this agreement shall not relieve the assigning or transferring party of its obligations hereunder. The assignee or transferee shall assume and perform all such obligations, subject to the terms of this agreement.

This variation applies when transfers are allowed under certain conditions.

Neither party may assign or transfer any rights or obligations under this agreement without the prior written consent of the other party. Consent for such a transfer may only be withheld under reasonable circumstances, and the transferring party shall provide documentation to support the transfer request.

Non-transferability clause for limitation on subcontracting rights

This variation applies to limit subcontracting rights.

The rights and obligations of this agreement may not be assigned, transferred, or subcontracted to any third party without the prior written consent of the other party, except that the assignment or subcontracting of non-essential functions may be permitted upon approval.

Non-transferability clause with right to audit transfer transactions

This variation applies when the transfer of rights is subject to audit.

Neither party may assign or transfer any of its rights or obligations under this agreement to any third party without the prior written consent of the other party. In the event of a transfer, the transferring party agrees to provide the other party with an audit report detailing the transfer transaction.

Non-transferability clause for limitation on sublicensing

This variation applies when sublicensing is limited.

Neither party may assign or transfer any rights or obligations under this agreement to any third party, including sublicensing any rights, without the prior written consent of the other party. Any unauthorized sublicensing shall be considered a material breach of this agreement.

Non-transferability clause with transfer provisions for joint ventures

This variation applies when the agreement involves joint ventures.

Neither party may assign or transfer any rights or obligations under this agreement without the prior written consent of the other party, except in the case of a joint venture partnership, where the parties agree to allow transfers or assignments to the joint venture entity.

Non-transferability clause with exception for consolidation or merger

This variation applies when transfers are allowed for consolidation or merger.

This agreement shall not be assigned, transferred, or delegated by either party, except in the case of a consolidation, merger, or reorganization, in which case the rights and obligations under this agreement may be transferred to the newly formed entity, provided the entity agrees to abide by the terms of this agreement.

Non-transferability clause for cross-border assignment restrictions

This variation applies when cross-border assignments are restricted.

Neither party may assign or transfer its rights or obligations under this agreement to a third party in a foreign jurisdiction without the prior written consent of the other party, and any such assignment or transfer will be subject to local law compliance.

Non-transferability clause with limitation on transfer of financial rights

This variation applies when the transfer of financial rights is restricted.

The rights to receive payments under this agreement may not be assigned or transferred to any third party without the prior written consent of the other party, except that such assignment may be made to a lender or financial institution, subject to the approval of the other party.

Non-transferability clause for sale or lease of assets

This variation applies when the sale or lease of assets is restricted.

Neither party may assign or transfer its rights or obligations under this agreement by selling, leasing, or transferring any of its assets, without the prior written consent of the other party, except in the case of a sale of substantially all assets.

Non-transferability clause with approval for external consultants

This variation applies when external consultants can be engaged but with consent.

Neither party may assign or transfer its rights or obligations under this agreement, including engaging third-party consultants, without the prior written consent of the other party. This consent will not be unreasonably withheld for engaging independent consultants.

This variation applies when employee rights are involved in the non-transferability.

Neither party may assign or transfer any rights or obligations under this agreement related to employee rights or benefits to any third party without the prior written consent of the other party, including any transfer of employment obligations.

Non-transferability clause with restriction on transferring intangible assets

This variation applies when intangible assets are involved and cannot be transferred.

Neither party may assign, transfer, or otherwise dispose of any rights, obligations, or intangible assets under this agreement, including intellectual property rights, without the prior written consent of the other party. Any unauthorized transfer will be void.

Non-transferability clause for prohibiting transfer of debt obligations

This variation applies when debt obligations cannot be transferred.

Neither party may assign or transfer any debt obligations or rights under this agreement to any third party, including any obligation to pay or collect money, without the prior written consent of the other party. Unauthorized transfers are considered a breach of this agreement.

Non-transferability clause for preventing third-party claims

This variation applies when third-party claims are prevented.

The rights and obligations under this agreement may not be assigned or transferred to any third party, except with the prior written consent of the other party. No third-party claims shall be allowed based on any unauthorized assignment or transfer.

Non-transferability clause for non-delegation of duties

This variation applies when delegation of duties is prohibited.

Neither party may assign, transfer, or delegate any rights or obligations under this agreement, including any duties of performance, without the prior written consent of the other party. Any delegation without consent will be deemed a violation of this agreement.

Non-transferability clause for family business transfers

This variation applies to family businesses where ownership transfers can occur.

Neither party may assign or transfer any rights or obligations under this agreement to any third party, except in the case of a transfer to family members or closely-held affiliates, provided such transfer does not affect the performance of the obligations under this agreement.

Non-transferability clause for transfer in case of death or incapacity

This variation applies when transfers occur due to death or incapacity.

This agreement shall not be transferred or assigned by either party except in the case of death or permanent incapacity. In such events, the rights and obligations may be transferred to the legal representatives of the deceased or incapacitated party, subject to the written consent of the other party.

Non-transferability clause for prohibition on sublicensing

This variation applies when sublicensing is prohibited.

The rights under this agreement may not be sublicensed, transferred, or assigned to any third party, except as explicitly allowed by this agreement. Any attempt to sublicense or assign without written approval will result in immediate termination of this agreement.

Non-transferability clause for non-transferability of custom solutions

This variation applies when custom solutions are involved.

Neither party may assign, transfer, or delegate any rights or obligations under this agreement, including rights related to custom-designed products or services, without the prior written consent of the other party. Any unauthorized transfer will result in the immediate termination of any related services.

This variation applies when transfers are necessary for legal proceedings.

Neither party may assign or transfer any rights or obligations under this agreement, except in cases where such transfer is required by law or a government order, in which case the transferring party must provide notice to the other party.

Non-transferability clause for restriction on assigning contractual benefits

This variation applies when the benefits of the contract cannot be transferred.

The benefits of this agreement, including any financial rights or compensation, cannot be assigned, transferred, or otherwise transferred to any third party without the prior written consent of the other party. Any unauthorized assignment will be null and void.

Non-transferability clause with specific approval for business transfers

This variation applies when business transfers require approval.

This agreement may not be assigned, transferred, or otherwise transferred to any third party without the prior written consent of the other party. However, either party may transfer the agreement in connection with a sale of the business, subject to written approval.

Non-transferability clause for prohibition of transfer for non-essential services

This variation applies when transfer is allowed only for non-essential services.

Neither party may assign or transfer its rights or obligations under this agreement without the prior written consent of the other party, except for rights related to non-essential services. In such cases, the party transferring rights must ensure that the transferee remains bound by all terms of the agreement.

Non-transferability clause with no transfer rights for financial products

This variation applies when financial products cannot be transferred.

This agreement shall not be assigned, transferred, or otherwise conveyed to any third party in connection with any financial products or services offered hereunder, unless written consent is granted by both parties.

Non-transferability clause with restriction on asset sales

This variation applies when asset sales are restricted under the agreement.

Neither party may assign, transfer, or convey any rights or obligations under this agreement through the sale of assets, except where such sale is part of the ongoing business and the terms of this agreement are honored by the buyer, subject to the approval of the other party.

Non-transferability clause with specific approval for affiliate transfers

This variation applies when transfers to affiliates are allowed but require approval.

Neither party may assign or transfer any rights or obligations under this agreement, except to an affiliate, with the prior written consent of the other party. All transfers to affiliates must comply with the terms and conditions outlined in this agreement.

Non-transferability clause with prohibition on transfer during disputes

This variation applies when no transfers are allowed during disputes.

Neither party may assign or transfer any rights or obligations under this agreement during any period in which a dispute or litigation exists between the parties. Any attempted transfer during such a period shall be deemed invalid.

Non-transferability clause for restrictions on transfers for competing interests

This variation applies when transfers for competing interests are restricted.

Neither party may assign or transfer any rights or obligations under this agreement to any third party that may have a competing interest in this agreement without the prior written consent of the other party.

Non-transferability clause with waiver for statutory assignments

This variation applies when statutory assignments are allowed.

This agreement shall not be assigned, transferred, or otherwise disposed of except as required by statute or regulation, in which case the assignment or transfer will be considered valid despite the non-transferability clause.

Non-transferability clause for exclusive jurisdictional assignments

This variation applies to exclusive jurisdictional assignments.

Neither party may assign, transfer, or delegate any of its rights or obligations under this agreement without the prior written consent of the other party. Any assignment or transfer to an alternative jurisdiction will not be allowed unless both parties consent to such a transfer.

Non-transferability clause with consideration for corporate restructuring

This variation applies to corporate restructuring.

Neither party may assign, transfer, or delegate any rights or obligations under this agreement except in the event of a corporate restructuring, where such rights and obligations may be assigned to the successor entity with the prior written consent of the other party.

Non-transferability clause with reference to licensing restrictions

This variation applies when licensing restrictions are involved.

The rights and obligations under this agreement, including any licenses granted, may not be transferred, sublicensed, or assigned to any third party without the prior written consent of the other party. Any unauthorized licensing will be considered a material breach of the agreement.

Non-transferability clause for breach of confidentiality

This variation applies to prevent transfer in case of a breach of confidentiality.

Neither party may assign or transfer any rights or obligations under this agreement to any third party in the event of a breach of confidentiality. Any such unauthorized transfer or assignment will result in immediate termination of this agreement.

Non-transferability clause with approval required for professional transfers

This variation applies to professional-related transfers.

This agreement may not be assigned or transferred to any third party, including any professional service providers or contractors, without the prior written consent of the other party. Approval will be contingent on the third party meeting all qualifications specified under this agreement.

Non-transferability clause for protection of business interests

This variation applies when transfers must be restricted to protect business interests.

Neither party may assign or transfer any rights or obligations under this agreement to any third party if such assignment or transfer could reasonably be expected to adversely affect the business interests of the other party.

Non-transferability clause for business continuity reasons

This variation applies when the transfer is necessary for business continuity.

In the event of a merger, acquisition, or sale of business, either party may assign or transfer its rights and obligations under this agreement to the successor company, provided that the successor company agrees in writing to honor all the terms of this agreement.

Non-transferability clause for restrictions on debt collection assignments

This variation applies when debt collection is restricted.

Neither party may assign or transfer any of its rights to collect debts owed under this agreement to any third party without the prior written consent of the other party, except as part of a lawful assignment of receivables.

Non-transferability clause for limited transfer due to regulatory requirements

This variation applies when transfer is allowed due to regulatory requirements.

The rights and obligations under this agreement may not be assigned or transferred except to comply with regulatory or legal requirements, in which case such transfer shall be limited to the extent required by law.

Non-transferability clause for confidentiality in transfer

This variation applies when confidentiality must be maintained in any transfer.

The rights and obligations under this agreement shall not be transferred to any third party, unless such third party agrees in writing to maintain the confidentiality provisions of this agreement, as outlined in the non-disclosure clause.

Non-transferability clause for assignment upon termination

This variation applies when assignment is allowed upon termination.

The rights and obligations under this agreement may not be assigned or transferred during the term of the agreement. However, upon termination of the agreement, the parties may assign any accrued rights to a third party with the other party's prior written consent.

Non-transferability clause for performance-based assignment

This variation applies when performance-based assignments are allowed.

Neither party may assign, transfer, or delegate any of its rights or obligations under this agreement unless such assignment is based on the successful completion of specific performance milestones, in which case written consent from the other party is required.

Non-transferability clause with approval for third-party suppliers

This variation applies when third-party suppliers are involved.

Neither party may assign, transfer, or delegate any of its rights or obligations under this agreement to any third-party suppliers without the prior written consent of the other party. Any unauthorized transfer will result in a breach of this agreement.

Non-transferability clause with provision for non-competing third parties

This variation applies when the transferee must not compete with the other party.

The rights and obligations under this agreement may not be transferred to any third party that competes directly or indirectly with the other party without prior written consent. Any such transfer shall be considered a breach of the agreement.

Non-transferability clause for assignment to third-party partners

This variation applies when assignment to third-party partners is restricted.

Neither party may assign or transfer any of its rights or obligations under this agreement to any third-party partner, unless expressly agreed upon by the other party in writing. Any unauthorized transfer will be considered void and unenforceable.

Non-transferability clause for non-permissible franchise transfers

This variation applies when transfers are prohibited in franchise agreements.

This agreement may not be assigned or transferred by either party to any third party, including franchisees, without the prior written consent of the other party. Any transfer without consent will constitute a breach of the agreement.

Non-transferability clause for restricting third-party access to confidential data

This variation applies when third-party access to confidential data is restricted.

The rights and obligations under this agreement, including any access to confidential information, may not be assigned or transferred to any third party without the express written consent of the other party. Unauthorized transfers of confidential data will be considered a breach.

Non-transferability clause for prohibiting third-party involvement in core business operations

This variation applies to prohibit third-party involvement in core business operations.

Neither party may assign or transfer any of its rights or obligations under this agreement to any third party that will participate in or manage the core business operations specified in the agreement, without prior written consent from the other party.

Non-transferability clause with provision for limited transfer in the event of company dissolution

This variation applies when transfer is allowed during dissolution.

This agreement shall not be assigned or transferred to any third party, except in the event of the dissolution of either party’s company. In such cases, the rights and obligations under this agreement may be transferred to the liquidator or new owner with prior written consent.

Non-transferability clause for sale of assets

This variation applies when the sale of assets allows for transfer.

Neither party may assign or transfer any of its rights or obligations under this agreement, except in the event of a sale of substantially all of the party's assets. In such cases, the rights and obligations may be transferred to the purchasing entity, subject to written approval from the non-transferring party.

Non-transferability clause with exception for intellectual property rights

This variation applies when intellectual property rights may be transferred with consent.

The rights and obligations under this agreement may not be transferred to any third party without the prior written consent of the other party, except for intellectual property rights, which may be transferred to affiliates or licensees upon prior written consent.

Non-transferability clause with restriction on transfer in case of change of control

This variation applies when a change of control prohibits transfer.

This agreement may not be assigned or transferred by either party without the prior written consent of the other party. In the event of a change of control, whether by merger or acquisition, the agreement shall terminate unless mutually agreed upon by the parties.

Non-transferability clause with allowance for transfers between affiliates

This variation applies when transfers are allowed between affiliates.

Neither party may assign or transfer any of its rights or obligations under this agreement without the prior written consent of the other party. However, transfers to affiliates, subsidiaries, or corporate partners are allowed without prior consent, provided they assume all obligations of the agreement.

Non-transferability clause for prohibiting transfer to competitors

This variation applies when transfers to competitors are prohibited.

The rights and obligations under this agreement shall not be transferred or assigned to any third party, including any competitor of the other party, without the express written consent of the other party. Unauthorized transfers will result in immediate termination of this agreement.

Non-transferability clause with restriction on transfer for non-complying parties

This variation applies when transfer is restricted due to non-compliance.

This agreement shall not be assigned, transferred, or delegated to any third party if the assigning party has not fulfilled all its obligations under the agreement. Any unauthorized transfer in breach of this condition shall be deemed void and unenforceable.

Non-transferability clause with transfer provisions for company restructuring

This variation applies when restructuring allows for transfer.

The rights and obligations under this agreement may not be assigned or transferred to any third party without the prior written consent of the other party. However, in the event of company restructuring, the agreement may be transferred to the new company entity, subject to the agreement of both parties.

Non-transferability clause for preventing assignment of financial terms

This variation applies when assignment of financial terms is restricted.

Neither party may assign or transfer any of its rights or obligations under this agreement, including financial terms or obligations, without the prior written consent of the other party. Unauthorized assignment of financial obligations will result in termination of this agreement.

Non-transferability clause with provision for assignment in case of insolvency

This variation applies when assignment is allowed during insolvency.

This agreement shall not be assigned, transferred, or delegated to any third party, except in the event of insolvency or bankruptcy proceedings. In such cases, the transferring party’s rights and obligations may be assigned to a trustee or assignee with the written consent of the non-transferring party.

Non-transferability clause for limiting assignment rights during disputes

This variation applies when assignment rights are limited during disputes.

Neither party may assign or transfer any rights or obligations under this agreement during the pendency of a dispute between the parties. Any such assignment or transfer during the dispute will be considered invalid until resolution of the dispute.

Non-transferability clause with a provision for transfer to public entities

This variation applies when transfer to public entities is allowed.

The rights and obligations under this agreement may not be assigned or transferred without the prior written consent of the other party, except in cases where assignment is required to comply with government regulations or is transferred to a government entity.

Non-transferability clause with exception for certain business operations

This variation applies when specific business operations are allowed to transfer.

Neither party may assign or transfer any rights or obligations under this agreement without the prior written consent of the other party. However, assignments related to the transfer of non-essential business operations, such as back-office functions, are permitted under this agreement.

Non-transferability clause for approval of subcontracting

This variation applies when subcontracting is considered a transfer.

Neither party may assign, transfer, or subcontract any rights or obligations under this agreement without the prior written consent of the other party. All subcontracting arrangements must be pre-approved by the non-transferring party in writing.

Non-transferability clause for transfer during ownership changes

This variation applies when transfers are allowed during ownership changes.

This agreement shall not be assigned, transferred, or otherwise disposed of without the prior written consent of the other party, except in the event of a change of ownership or control of the company, where such rights and obligations may be transferred to the new ownership, subject to written consent.

Non-transferability clause with restriction on delegation of services

This variation applies when delegation of services is prohibited.

Neither party may assign, transfer, or delegate any of its rights or obligations under this agreement, including the delegation of service-related duties, to any third party without the prior written consent of the other party. Unauthorized delegation of services shall constitute a breach of this agreement.

Non-transferability clause with allowance for assignment in case of business merger

This variation applies when assignment is allowed in case of a merger.

Neither party may assign or transfer any rights or obligations under this agreement to any third party, except in the event of a business merger or consolidation. In such cases, the merger entity shall be bound by the terms and conditions of this agreement, subject to the prior written approval of the other party.

Non-transferability clause for sales of business divisions

This variation applies when sales of divisions are allowed.

Neither party may assign or transfer its rights or obligations under this agreement without the prior written consent of the other party, except in the case of a sale of a division or part of the business to a third party, provided the purchaser agrees to be bound by the terms of this agreement.

Non-transferability clause with provision for assignment to subsidiaries

This variation applies when subsidiaries can be assigned the rights and obligations.

The rights and obligations under this agreement may not be assigned, transferred, or delegated to any third party without the prior written consent of the other party, except that such rights and obligations may be transferred to a subsidiary or affiliated company with prior written notice.

Non-transferability clause with assignment based on customer approval

This variation applies when customer approval is required for assignment.

The rights and obligations under this agreement may not be assigned or transferred to any third party without the prior written consent of the other party, and the customer’s approval must be obtained for the assignment to be valid.

Non-transferability clause for regulatory compliance transfer

This variation applies when transfer is necessary for regulatory compliance.

This agreement shall not be assigned or transferred to any third party without the prior written consent of the other party, except as necessary to comply with regulatory requirements, where such transfer must be documented in accordance with applicable laws.

Non-transferability clause with restriction on assignment in case of contract breach

This variation applies when transfer is prohibited in the case of a breach.

This agreement shall not be assigned or transferred by either party without the prior written consent of the other party, and any assignment made in breach of this agreement will be void, with the non-breaching party entitled to terminate the agreement immediately.

Non-transferability clause for sale of equity

This variation applies when equity sale is restricted under the agreement.

Neither party may assign, transfer, or sell its equity interest or rights under this agreement to any third party without the prior written consent of the other party. Any sale of equity shares must comply with the terms outlined in this agreement.

Non-transferability clause with restriction on affiliate assignments

This variation applies when transfers to affiliates are limited.

The rights and obligations under this agreement may not be assigned or transferred to any third party or affiliate without the prior written consent of the other party, with all transfers subject to approval based on the affiliate’s ability to meet the terms of the agreement.

Non-transferability clause for continuation of obligations post-transfer

This variation applies when transfer is allowed but obligations must continue.

In the event of an authorized transfer of rights or obligations under this agreement, the transferring party remains liable for all obligations until such obligations are fully satisfied, and the assignee must assume responsibility for fulfilling the obligations going forward.

Non-transferability clause for compliance with privacy laws during transfer

This variation applies when privacy laws affect transfers.

The rights and obligations under this agreement may not be assigned or transferred to any third party without the prior written consent of the other party, and any transfer must comply with applicable privacy laws, including data protection regulations.

Non-transferability clause for restrictions on franchisee transfers

This variation applies to franchise agreements with transfer restrictions.

Neither party may assign or transfer any of its rights or obligations under this agreement to any third party or franchisee without the express written consent of the other party, ensuring that the franchise agreement remains intact and unchanged.

Non-transferability clause for limiting the transfer of goods or services

This variation applies when the transfer of goods or services is restricted.

The rights to distribute or transfer goods or services under this agreement may not be assigned, sublicensed, or otherwise transferred to any third party without the prior written consent of the other party.

Non-transferability clause for restrictions on rights transfer without substitution

This variation applies when rights transfer is only allowed with a substitution.

The rights and obligations under this agreement may not be assigned, transferred, or delegated to any third party without the prior written consent of the other party. In the event of such an assignment, the assigning party must substitute a new party in place of the original contract holder, subject to approval.

This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.

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