8Assignment of Rights Sample Clauses

8Assignment of Rights. Seller hereby assigns, transfers, and delivers to Buyer, and Buyer hereby acquires and accepts from Seller, all right, title, and interest of Seller’s under the Prior Acquisition Agreement, subject to the terms of that certain Settlement Agreement and Release of Claims, dated June 15, 2021, by and between the Seller and ▇▇▇▇▇ ▇▇▇▇▇▇▇, as authorized agent and attorney-in-fact of, and acting on behalf of and binding upon, the Holders (as defined in the Prior Acquisition Agreement), including, without limitation, the exercise of the indemnification rights pursuant to Articles VIII and XI of the Prior Acquisition Agreement. Notwithstanding the foregoing, Buyer does not assume, and Seller expressly retains, any obligations, duties and liabilities of Seller under the Prior Acquisition Agreement already incurred or which are attributable to periods prior to the Closing.