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 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 hereto, except that Parent or Acquisition Sub may assign their respective rights and delegate their respective obligations hereunder to any of their respective Affiliates as long as Parent or Acquisition Sub, as the case may be, remains ultimately liable for all of their respective obligations hereunder.

Appears in 2 contracts

Samples: Tender and Voting Agreement (Pegasystems Inc), Tender and Voting Agreement (Chordiant Software Inc)

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Assignability; Parties in Interest. This Neither this Agreement shall ---------------------------------- nor any of the rights or obligations hereunder may be binding upon, and shall be enforceable assigned by and inure to the benefit of, either of the parties hereto and their respective successors and assigns. This Agreement shall not be assignable by any party without the express prior written consent of the other party. All the terms and provisions of this Agreement will be binding upon, inure to the benefit of and be enforceable by, the respective successors and permitted assigns of the parties hereto. Notwithstanding the foregoing, except that Parent or Acquisition Sub may assign their respective rights and delegate their respective obligations hereunder Section 4.2(c) of this Agreement shall inure to any the benefit of their respective Affiliates as long as Parent or Acquisition Sub, as the case may be, remains ultimately liable for all of their respective obligations hereunderpersons identified therein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Universal Hospital Services Inc)

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Assignability; Parties in Interest. This No Party to this Agreement shall assign, transfer, or otherwise dispose of any of its rights, duties, or obligations hereunder without the prior written consent of the other Party hereto, and any attempted assignment without such prior written consent shall be void ab initio. Except as limited by the foregoing, all the terms and provisions of this Agreement shall be binding upon, shall inure to the benefit of and shall be enforceable by and inure to the benefit of, the parties Parties hereto and their respective successors heirs, successors, permitted assigns, and assigns. This Agreement shall not be assignable by any party without the express written consent of the other parties hereto, except that Parent legal or Acquisition Sub may assign their respective rights and delegate their respective obligations hereunder to any of their respective Affiliates as long as Parent or Acquisition Sub, as the case may be, remains ultimately liable for all of their respective obligations hereunderpersonal representatives.

Appears in 1 contract

Samples: Asset Purchase Agreement (Amrep Corp.)

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