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Licensee's parent and. subsidiaries, taken as a whole, or (c) any reorganization, <br />recapitalization, .merger or .consolidation involving Licensee. Notwithstanding, the <br />foregoing, any reorganization, recapitalization, merger. or consolidation following which the <br />equity interest holders of Licensee immediately prior to such reorganization, <br />recapitalization, merger or consolidation own, directly or :indirectly, at -least 50% .of the <br />combined voting power of the outstanding voting equity. interests of Licensee .or .any <br />successor thereto or the entity resulting from such reorganization, recapitalization, merger <br />or consolidation shall not -be deemed an. assignment. <br />26.3 Notwithstanding the provisions of Sectiom26.1 above or anything contained. in this License <br />to the contrary, if Licensee sells, assigns, transfers, or hypothecates this License or any <br />interest herein in contravention of the provisions of this License (a. "Purported <br />Assignment") to another party (a "Purported Transferee"), the Purported. Transferee's <br />enjoyment of. the rights and privileges granted under this License shall be deemed to be <br />the Purported Transferees agreement to ,be bound by all of the terms and provisions .of <br />this License.,. including but not limited to the: obligation to comply with the provisions of <br />Section 15 above concerning insurance requirements. In addition to and not in.limitation <br />of the foregoing, Licensee, for itself, its successors and assigns,. shall indemnify; defend <br />and hold harmless Licensor for all Liabilities of any.nature, kind or description of any person <br />or..entity directly or indirectly arising out of, resulting from or related to (in -who] or in part) <br />a Purported Assignment. <br />26.4 Licensor shall have the right to transfer and assign, in. whole or in part, all of its rights and <br />obligations under this License, andupon any such transfer or assignment; Licensor shall <br />be released from any further obligations hereunder, and Licensee agrees to look solely to <br />.the successor in interest of Licensor for the .performance of such obligations. <br />26.5 The provisions of this Section 26 shall survive the expiration or earlier termination .of this <br />License. <br />27, Notices.. Any notice,. invoice, or other writing required or permitted to be given hereunder by one <br />party to the other .s.halI be in writing and the same shall be given and s.halI be deemed to have been <br />served and given if (i) placed in the United States mail, certified; return. receipt requested,. or (ii) <br />deposited into the custody of a nationally recognized overnight.delivery service, addressed to the <br />party to benotified at the address for such. party specified below, or to such other address as the <br />party to be notified may :designate by giving the other party no less. than thirty (30) days' advance <br />written notice of such change in address.. <br />If to Licensor: Jones Lang LaSalle Brokerage, Inc. <br />4200 Buckingham Road, .Suite 110 <br />Port Worth, TX.76155 <br />Attn: Perrnits/Licedhses <br />with a copy to: BNSF Railway Company <br />2301 Lou: Menk Dr., GOB 3.-W <br />Fort Worth, TX M1.81 <br />Attn: Senior Manager Real Estate <br />12 Form 424; Rev. 20190916 <br />