Let's say a company negotiates a patent license agreement
with the patent owner. The agreement includes a clear prohibition
against assignment – in other words, for either party to
transfer their rights under the agreement, they have to get the
consent of the other party. So what happens if the underlying
patent is transferred by the patent owner?
The clause in a recent case was very clear:
Neither party hereto shall assign, subcontract,
sublicense or otherwise transfer this Agreement or
any interest hereunder, or assign or delegate any of its rights or
obligations hereunder, without the prior written consent of
the other party. Any such attempted assignment,
subcontract, sublicense or transfer thereof shall be void and have
no force or effect. This Agreement shall be binding upon, and shall
inure to the benefit of the parties hereto and their respective
successors and heirs. [Emphasis added]
