Assignability; Third-Party Rights. (i) This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties and their respective successors and permitted assigns; provided, that neither this Agreement nor any of the rights or obligations of any Party hereunder may be assigned or delegated by such Party without the prior written consent of the other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by any Party without the other Party’s prior written consent shall be void and of no effect.
(ii) Nothing in this Agreement is intended to or shall confer upon any person (other than the Parties hereto) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.
Assignability; Third-Party Rights. (a) Subject to Section 9.6(b), this Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of the rights or obligations of any party hereunder may be assigned or delegated by such party without the prior written consent of the other parties, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by any party without the other parties’ prior written consent shall be void and of no effect.
(b) Except as set forth in the final sentence of this Section 9.6, nothing in this Agreement is intended to or shall confer upon any Person (other than the parties hereto) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement. Notwithstanding anything to the contrary contained in this Agreement (but without limiting any of the rights of the Shareholders’ Representative under this Agreement): (i) the Persons who hold shares of Company Common Stock immediately prior to the Effective Time shall be third party beneficiaries of the provisions set forth in Article 2; (ii) the Indemnified Parties shall be third party beneficiaries of the provisions set forth in Section 5.8; and (iii) all current and former shareholders, directors, officers, employees, Affiliates and advisors of the Company shall be third party beneficiaries of the last sentence of Section 8.4(c).
Assignability; Third-Party Rights. (a) This Agreement and all of the covenants and agreements contained herein and rights, interests or obligations hereunder, by or on behalf of any of the parties hereto, shall bind and inure to the benefit of the respective heirs, successors and assigns of the parties hereto whether so expressed or not, except that neither this Agreement nor any of the covenants and agreements herein or rights, interests or obligations hereunder may be assigned or delegated without the prior written consent of Seller (in the event of an assignment by Purchaser) or Purchaser (in the event of an assignment by Seller); provided that, (i) Purchaser may assign its rights and obligations hereunder, in whole or in part, in connection with any Purchaser Change of Control without the consent of Seller, (ii) Purchaser may assign its rights and obligations hereunder, in whole or in part, to any of its Affiliates without the consent of Seller; provided that no such assignment shall limit, relieve or otherwise affect the obligations or Liabilities of Purchaser hereunder and (iii) Purchaser and the Company may assign any or all of its rights pursuant to this Agreement to any of their respective lenders as collateral security without the consent of Seller. Except as set forth in this Agreement, nothing in this Agreement is intended to or will confer upon any Person (other than the parties hereto) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.
(b) Except as set forth in Section 5.3, Section 5.10 and Section 7 nothing herein expressed or implied is intended or shall be construed to confer upon or give to any Person other than the parties hereto and their respective permitted successors and assigns, any rights or remedies under or by reason of this Agreement, such third parties specifically including employees and creditors of an Acquired Company.
Assignability; Third-Party Rights. Neither this Agreement nor any of the rights, interests or obligations under this Agreement may be assigned or delegated, in whole or in part, by operation of law or otherwise, by any Party, and any such assignment shall be null and void. 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. Nothing in this Agreement is intended to or shall confer upon any Person (other than the Parties) any right, benefit or remedy of any nature whatsoever.
Assignability; Third-Party Rights. (a) Neither this Agreement nor any of the rights, interests or obligations under this Agreement may be assigned or delegated, in whole or in part, by operation of law or otherwise, by any Party without the prior written consent of the other Parties, and any such assignment without such prior written consent shall be null and void; provided, however, that Parent or Merger Sub may transfer or assign its rights, interests and obligations under this Agreement, in whole or from time to time in part, to one or more of its controlled Affiliates to which it has also assigned its rights, interests and obligations under the Merger Agreement, but no such assignment shall relieve Parent or Merger Sub of its obligations under this Agreement.
(b) 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.
(c) Nothing in this Agreement is intended to or shall confer upon any Person (other than the Parties) any right, benefit or remedy of any nature whatsoever.
Assignability; Third-Party Rights. Neither this Agreement nor any of the rights, interests or obligations under this Agreement may be assigned, in whole or in part, by operation of law or otherwise, by any Party, and any such assignment shall be null and void, except for any assignment (i) by a Holder to a Permitted Transferee who executes a Joinder Agreement to the extent provided in the Joinder Agreement, and any such assignment permitted hereunder shall be effected hereunder upon giving written notice thereof to the Company or (ii) with the prior written consent of the Company, with respect to an assignment by a Holder, or the Majority Holders, with respect to an assignment by the Company. 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. Nothing in this Agreement is intended to or shall confer upon any Person (other than the Parties) any right, benefit or remedy of any nature whatsoever.
Assignability; Third-Party Rights. Neither this Agreement nor any of the parties’ rights hereunder shall be assignable by any party hereto without the prior written consent of the other party; provided, however, that Buyer may assign this Agreement to any Affiliate. Any attempted assignment of this Agreement in breach of this provision shall be void and of no effect. In the event that any assignment is validly made, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. Nothing in this Agreement, express or implied, shall be deemed to confer upon any other person, including without limitation employees of the Business, any rights or remedies under, or by reason of, this Agreement.
Assignability; Third-Party Rights. This Agreement shall be binding upon the Sellers and their successors and permitted assigns (if any), the SanDisk Parties and their successors and permitted assigns (if any) and Toshiba and its successors and permitted assigns (if any). This Agreement shall inure to the benefit of the Sellers and Toshiba and their respective successors and permitted assigns (if any). This Agreement may not be assigned by either Party without the prior written consent of the other Party. Nothing in this Agreement, express or implied, will be deemed to confer upon any other Person, any rights or remedies under, or by reason of, this Agreement.
Assignability; Third-Party Rights. (i) Neither this Agreement nor any of the rights, interests or obligations under this Agreement may be assigned or delegated, in whole or in part, by the Company.
(ii) Neither this Agreement nor any of the rights, interests or obligations under this Agreement may be assigned or delegated, in whole or in part, by any Holder, by operation of law or otherwise.
(iii) Notwithstanding the above, JAB may, at its election, (A) assign any rights to registration set forth in Sections 2, 3 or 4 of this Agreement to any Person who subsequently obtains Registrable Securities from JAB or any of its Affiliates, by operation of law or otherwise, and (B) waive the provisions of Section 16(e)(ii) with respect to any Holder.
(iv) No assignment by any Party hereto of such Party’s rights, duties and obligations under hereunder shall be binding upon or obligate the Company unless and until the Company shall have received (i) written notice of such assignment in conformity with Section 16(c) hereof and (ii) the written agreement of the assignee, in a form reasonably satisfactory to the Company, to be bound by the terms and provisions of this Agreement (which may be accomplished by an addendum or certificate of joinder to this Agreement).
(v) 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, which shall include any assignees pursuant to this Section 16(e). Nothing in this Agreement is intended to or shall confer upon any Person (other than the Parties) any right, benefit or remedy of any nature whatsoever. Any transfer or assignment made other than as provided in this Section 16(e) shall be null and void.
Assignability; Third-Party Rights. Neither this Agreement --------------------------------- nor any of the party's rights hereunder shall be assignable by either party hereto without the prior written consent of the other party. In the event that any such assignment is made, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. Nothing in this Agreement, express or implied, shall be deemed to confer upon any other person, including without limitation, employees of any of the Asian Businesses, any rights or remedies under, or by reason of, this Agreement; provided, that such other persons shall not be deemed to include Affiliates, successors or permitted assigns of any party.
