Amendment; Assignment; Binding Effect Sample Clauses

Amendment; Assignment; Binding Effect. This Agreement may be amended or modified only by a written instrument signed by the parties hereto. No party shall assign or transfer this Agreement, in whole or in part, or any of such party's rights or obligations hereunder, to any other person or entity without the prior written consent of the other party hereto, except that S&H may transfer or assign all of its rights and obligations hereunder to any entity directly or indirectly succeeding to S&H by merger, consolidation or reorganization. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted assigns.

Amendment; Assignment; Binding Effect. This Agreement may not be amended or modified except by a writing signed by an authorized officer of each party specifically referencing this Agreement and the intent to amend or modify. It is agreed that neither party shall transfer or assign this Agreement or any part hereof or any right arising hereunder, by operation of law or otherwise, without the prior written consent of the other party. A “Change of Control” shall be deemed to be an assignment for purposes of this Agreement. Any purported assignment (including a Change of Control) without consent shall be void and of no force or effect. Subject to the foregoing, this Agreement shall be binding on the respective parties and their permitted successors and assigns. A “Change of Control” means (A) any transaction or series of related transactions in which a party or group, acting in concert, acquires beneficial ownership of more than 50% of the equity interests in a party or its direct or indirect parent, or (B) a merger or consolidation of another entity with or into a party or its direct or indirect parent, with the effect that any third party becomes beneficial owner of more than 50% of the equity interests of a party or its direct or indirect parent. Notwithstanding anything to the contrary stated above, WFM may assign this Agreement to any direct or indirect affiliate (whether or not such assignment results in a Change of Control) without obtaining the consent of UNFI.”

Amendment; Assignment; Binding Effect. This Agreement may be amended or modified only by a written instrument signed by the parties hereto. PCP may not assign or otherwise transfer (including by operation of law) this Agreement or any of its rights or obligations hereunder without the prior written consent of Licensor (which consent will not be unreasonably withheld, delayed or conditioned). Licensor’s consent shall not be deemed to have been unreasonably withheld if Licensor objects to the assignment or other transfer (including by operation of law) of this Agreement by PCP to a competitor of Licensor. A sale of all or substantially all of the assets of Licensor or a majority of the outstanding equity interests in Licensor shall constitute an assignment of this Agreement that requires Licensor’s prior written consent. This Agreement may be assigned or otherwise transferred by Licensor without the consent of PCP so long as the assignee agrees to be bound all of the terms of this Agreement. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns.