2Entire Agreement; Assignment Clause Samples

2Entire Agreement; Assignment. (a) This Agreement (including the exhibits, schedules and other documents delivered pursuant to this Agreement) constitutes, together with the Confidentiality Agreement, the entire agreement between the Parties with respect to the subject matter hereof and supersedes all other prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereof. (b) Neither this Agreement nor any of the rights, interests or obligations hereunder may be assigned or transferred, in whole or in part, by operation of Law (including by merger or consolidation) or otherwise by any of the Parties without the prior written consent of the other Parties, other than the pledge of the Parent’s rights hereunder as security to its financing sources (but no such assignment shall relieve Parent of any of its obligations under this Agreement). Any assignment in violation of this Section 9.2(b) will be void. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of, and be enforceable by, the Parties and their respective successors and permitted assigns.