Common use of Assignability; Parties in Interest Clause in Contracts

Assignability; Parties in Interest. This Agreement shall be binding upon, and shall be enforceable by and inure to the benefit of, the parties and their respective successors and assigns. This Agreement shall not be assignable by any party without the express written consent of the other parties, and any attempt to make any such assignment without such consent shall be null and void; provided that nothing in this Section 9.6 shall restrict one or more transfers of the equity of Merger Sub to or among one or more of Parent’s direct or indirect wholly owned Subsidiaries at any time; provided further that such transfer shall not relieve Parent or Merger Sub of its obligations hereunder or otherwise alter or change any obligation of any other party hereto and no such transfer shall be permitted to the extent it would reasonably be expected to delay the Closing. Except for the provisions of Article 2 (which, from and after the Acceptance Time, shall be for the benefit of Persons that are holders of Company Common Stock who have tendered pursuant to the Offer (and not validly withdrawn) Company Common Stock), Article 3 (which, from and after the Effective Time, shall be for the benefit of Persons who are holders of the Company Common Stock and Company Compensatory Awards immediately prior to the Effective Time) and Section 6.9 (which, from and after the Effective Time, shall be for the benefit of the Indemnified Parties), nothing in this Agreement, express or implied, is intended to or shall confer upon any Person, other than the parties, any right, benefit or remedy of any nature; provided, however, that the Company shall be entitled and have the right to pursue and recover damages in the name of and on behalf of its stockholders in the event of any breach by Parent or Merger Sub of this Agreement or in the event of fraud, which is ▇▇▇▇▇▇ acknowledged and agreed to by ▇▇▇▇▇▇ and ▇▇▇▇▇▇ Sub.

Assignability; Parties in Interest. This (a) Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned, in whole or in part, by operation of Law or otherwise by any of the parties without the prior written consent of the other parties; provided that the rights, interests and obligations of Merger Sub or Merger OP may be assigned to another direct or indirect wholly owned subsidiary of Parent, but no such assignment shall relieve Merger Sub or Merger OP of any of its obligations under this Agreement, provided, further, that from and after the Closing Date, the Parent Parties or any of their subsidiaries may, without consent, pledge any of their respective rights, but not their obligations, under this Agreement, as security to any Financing Sources or any agent for such Financing Sources. Any purported assignment without such consent shall be void. Subject to the preceding sentences, this Agreement will be binding upon, and shall be enforceable by and inure to the benefit of, and be enforceable by the parties and their respective successors and assigns. This Agreement shall not be assignable by any party without the express written consent of the other parties, and any attempt to make any such assignment without such consent shall be null and void; provided that nothing . (b) Notwithstanding anything contained in this Section 9.6 shall restrict one or more transfers of the equity of Merger Sub to or among one or more of Parent’s direct or indirect wholly owned Subsidiaries at any time; provided further that such transfer shall not relieve Parent or Merger Sub of its obligations hereunder or otherwise alter or change any obligation of any other party hereto and no such transfer shall be permitted Agreement to the extent it would reasonably be expected to delay the Closing. Except for the provisions of Article 2 (which, from and after the Acceptance Time, shall be for the benefit of Persons that are holders of Company Common Stock who have tendered pursuant to the Offer (and not validly withdrawn) Company Common Stock), Article 3 (which, from and after the Effective Time, shall be for the benefit of Persons who are holders of the Company Common Stock and Company Compensatory Awards immediately prior to the Effective Time) and Section 6.9 (which, from and after the Effective Time, shall be for the benefit of the Indemnified Parties)contrary, nothing in this Agreement, express or implied, is intended to or shall confer upon on any Person, Person (other than the parties, parties hereto) any right, benefit or remedy of any nature; providednature whatsoever under or by reason of this Agreement, howeverexcept for: (i) if the Mergers occur, that (A) the rights of the equityholders of the Company shall be entitled and have the Operating Partnership to the applicable Merger Consideration pursuant to Section 2.7, and (B) the right of the holders of Company Restricted Shares to pursue and recover damages receive the applicable treatment pursuant to Section 2.8, in each case, following the name of and on behalf of its stockholders Effective Time in accordance with the event of any breach by Parent or Merger Sub terms of this Agreement or and (ii) the provisions set forth in Section 5.9 of this Agreement with respect to the event of fraud, which is ▇▇▇▇▇▇ acknowledged and agreed Persons referred to by ▇▇▇▇▇▇ and ▇▇▇▇▇▇ Subtherein.

Assignability; Parties in Interest. This Agreement shall be binding upon, and shall be enforceable by and inure to the benefit of, the parties hereto and their respective successors and assigns. This Agreement shall not be assignable by any party without the express written consent of the other parties, and any attempt to make any such assignment without such consent shall be null and void; provided that nothing in this Section 9.6 shall restrict one or more transfers of the equity of Merger Sub to or among one or more of Parent’s direct or indirect wholly owned Subsidiaries at any time; provided further that such transfer shall not relieve Parent or Merger Sub of its obligations hereunder or otherwise alter or change any obligation of any other party hereto and no such transfer shall be permitted to the extent it would reasonably be expected to delay the Closingparties hereto. Except for the provisions of Article 2 Section 1 (which, from and after the Acceptance Time, shall be for the benefit of Persons that are holders of Company Common Stock Shares who have tendered pursuant to the Offer (and not validly withdrawn) Company Common StockShares), Article 3 Section 2 (which, from and after the Effective Time, shall be for the benefit of Persons who are holders of the Company Common Stock and Company Compensatory Awards Shares immediately prior to the Effective Time) and ), Section 6.9 5.10 (which, from and after the Effective Time, Acceptance Time shall be for the benefit of the Indemnified Parties), Section 5.14(c) (which, from and after the Acceptance Time shall be for the benefit of the Company’s Representatives) and for the rights of the Lender Related Parties pursuant to Sections 7.3(e), 8.1, 8.5 and 8.7, which shall be for the benefit of each Lender Related Party, nothing in this Agreement, express or implied, is intended to or shall confer upon any Person, other than the partiesparties hereto, any right, benefit or remedy of any nature; provided, however, that the Company shall be entitled and have the right to pursue and recover damages (including damages based on the consideration that would have otherwise been payable to holders of the Company Shares or based on the loss of market value or decline in stock price of the Company) in the name of and on behalf of its stockholders in the event of any breach by Parent or Merger Acquisition Sub of this Agreement or in the event of fraud, which right is ▇▇▇▇▇▇ hereby acknowledged and agreed to by ▇▇▇▇▇▇ Parent and ▇▇▇▇▇▇ Acquisition Sub.

Assignability; Parties in Interest. This Agreement shall be binding upon, and shall be enforceable by and inure to the benefit of, the parties hereto and their respective successors and assigns. This Agreement shall not be assignable by any party without the express written consent of the other partiesparties hereto, and any attempt to make any such assignment without such consent shall be null and void; void provided that nothing in this Section 9.6 shall restrict one Parent may assign all or more transfers any portion of its rights to any of its Debt Financing Sources pursuant to the terms of the equity Debt Financing for purposes of Merger Sub to or among one or more of Parent’s direct or indirect wholly owned Subsidiaries at any time; provided further that such transfer shall not relieve Parent or Merger Sub of its obligations hereunder creating a security interest therein or otherwise alter or change any obligation assigning as collateral security in respect of any other party hereto and no such transfer shall be permitted to the extent it would reasonably be expected to delay the ClosingDebt Financing. Except for the provisions of Article 2 (which, from and after the Acceptance Time, shall be for the benefit of Persons that are holders of Company Common Stock who have tendered pursuant to the Offer (and not validly withdrawn) Company Common Stock), Article 3 (which, from and after the Effective Time, shall be for the benefit of Persons who are holders of the Company Common Stock and Company Compensatory Awards immediately prior to the Effective Time) and Section 6.9 (which, from and after the Effective Acceptance Time, shall be for the benefit of the Indemnified Parties), nothing in this Agreement, express or implied, is intended to or shall confer upon any Person, other than the partiesparties hereto, any right, benefit or remedy of any nature; provided, however, that the Company shall be entitled and have the right to pursue and recover damages in accordance with the terms of this Agreement in the name of and on behalf of its stockholders in the event of any breach by Parent or Merger Sub of this Agreement or in the event of fraud, which right is ▇▇▇▇▇▇ hereby acknowledged and agreed to by ▇▇▇▇▇▇ Parent and ▇▇▇▇▇▇ Merger Sub.

Assignability; Parties in Interest. (a) This Agreement shall be binding upon, and shall be enforceable by and inure to the benefit of, the parties hereto and their respective successors and assigns. This Agreement shall not be assignable by any party without the express written consent of the other partiesparties hereto, and any attempt to make any such attempted assignment without such consent in violation of this Section shall be null and void; provided provided, however, that nothing in this Section 9.6 each of Parent and Acquisition Sub may (but shall restrict one or more transfers not be required to), without the prior written consent of the equity Company, (i) assign its rights and obligations under this Agreement to any of Merger Sub its Affiliates or (ii) collaterally assign any or all of its rights or obligations hereunder to or among one or more of Parent’s direct or indirect wholly owned Subsidiaries at any time; Debt Financing Source (provided further that that, in any such transfer case, no such assignment shall not relieve Parent or Merger Sub Acquisition Sub, as applicable, of its obligations hereunder or otherwise alter or change any obligation of any other party hereto and no such transfer shall be permitted to the extent it would reasonably be expected to delay the Closing. hereunder). (b) Except for the provisions of Article 2 Section 1 (which, from and after the Acceptance Time, shall be for the benefit of Persons that are holders of Company Common Stock Shares who have tendered pursuant to the Offer (and not validly withdrawn) Company Common StockShares), Article 3 Section 2 (which, from and after the Effective Time, shall be for the benefit of Persons who are holders of the Company Common Stock and Company Compensatory Awards Shares as of immediately prior to the Effective Time) and ), Section 6.9 5.12 (which, from and after the Effective Time, Acceptance Time shall be for the benefit of the Indemnified Parties) and the DFS Provisions (to which each Debt Financing Source shall be an express third-party beneficiary to the extent relating to the rights or obligation of such Debt Financing Source), nothing in this Agreement, express or implied, is intended to or shall confer upon any Person, other than the partiesparties hereto, any right, benefit or remedy of any nature; provided, however, that the Company shall be entitled and have the right to pursue and recover damages in the name of and on behalf of its stockholders in the event of any breach by Parent or Merger Sub of this Agreement or in the event of fraud, which is ▇▇▇▇▇▇ acknowledged and agreed to by ▇▇▇▇▇▇ and ▇▇▇▇▇▇ Sub.