Common use of Assignment and Benefit Clause in Contracts

Assignment and Benefit. (a) This Option Agreement shall be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns. Neither this Option Agreement, nor any of the rights hereunder or thereunder, may be assigned by any party, nor may any party delegate any obligations hereunder or thereunder, without the written consent of the other parties hereto or thereto; provided, that the Buyer may assign its rights hereunder to one or more of its wholly-owned Subsidiaries (but the Buyer shall not be released from its obligations hereunder upon any such assignment). Any assignment or attempted assignment other than in accordance with this Section 14.5(a) shall be void ab initio. (b) Except as provided in Section 6.7 (Seller Releases) and Section 11.2 (Indemnification), this Option Agreement shall not be construed as giving any Person, other than the parties hereto and their permitted successors, heirs and assigns, any legal or equitable right, remedy or claim under or in respect of this Option Agreement or any of the provisions herein contained, this Option Agreement and all provisions and conditions hereof being intended to be, and being, for the sole and exclusive benefit of such parties, and their respective permitted successors, heirs and assigns and for the benefit of no other Person or entity.

Appears in 2 contracts

Samples: Option Agreement (Capitalsource Inc), Option Agreement (Omega Healthcare Investors Inc)

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Assignment and Benefit. (a) This Option Agreement shall be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns. Neither this Option Agreement, nor any of the rights hereunder or thereunder, may be assigned by any party, nor may any party delegate any obligations hereunder or thereunder, without the written consent of the other parties hereto or thereto; provided, that the Buyer may assign its rights hereunder to one or more of its wholly-owned Subsidiaries (but the Buyer shall not be released from its obligations hereunder upon any such assignment). Any assignment or attempted assignment other than in accordance with this Section 14.5(a14.5 (a) shall be void ab initio. (b) Except as provided in Section 6.7 (Seller Releases) and Section 11.2 (Indemnification), this Option Agreement shall not be construed as giving any Person, other than the parties hereto and their permitted successors, heirs and assigns, any legal or equitable right, remedy or claim under or in respect of this Option Agreement or any of the provisions herein contained, this Option Agreement and all provisions and conditions hereof being intended to be, and being, for the sole and exclusive benefit of such parties, and their respective permitted successors, heirs and assigns and for the benefit of no other Person or entity.

Appears in 1 contract

Samples: Option Agreement (Omega Healthcare Investors Inc)

Assignment and Benefit. (a) This Option Seller shall not assign this Agreement or any rights hereunder, or delegate any obligations hereunder, without the prior written consent of Buyer; Buyer may assign this Agreement or its rights hereunder to any affiliate, provided that Buyer remains responsible for any breach hereof by its assignee. Subject to the foregoing, this Agreement and the rights and obligations set forth herein shall be binding upon and inure to the benefit of of, and be binding upon, the parties hereto, and each of their respective permitted successors successors, heirs and assigns. Neither this Option Agreement, nor any of the rights hereunder or thereunder, may be assigned by any party, nor may any party delegate any obligations hereunder or thereunder, without the written consent of the other parties hereto or thereto; provided, that the Buyer may assign its rights hereunder to one or more of its wholly-owned Subsidiaries (but the Buyer shall not be released from its obligations hereunder upon any such assignment). Any assignment or attempted assignment other than in accordance with this Section 14.5(a) shall be void ab initio. (b) Except as provided in Section 6.7 (Seller Releases) and Section 11.2 (Indemnification), this Option This Agreement shall not be construed as giving any Personperson, other than the parties hereto and their permitted successors, heirs and assigns, any legal or equitable right, remedy or claim under or in respect of this Option Agreement or any of the provisions herein contained, this Option Agreement and all provisions and conditions hereof being intended to be, and being, for the sole and exclusive benefit of such parties, and their respective permitted successors, heirs and assigns and for the benefit of no other Person person or entity.

Appears in 1 contract

Samples: Stock Purchase Agreement (Judge Group Inc)

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Assignment and Benefit. (a) This Option Agreement shall be binding upon and inure to the benefit of the parties and their respective permitted successors and permitted assigns. Neither this Option Agreement, nor any of the rights hereunder or thereunder, may be assigned by any party, nor may any party delegate any obligations hereunder or thereunder, without the written consent of the other parties party hereto or thereto; provided, that the Buyer may assign its rights hereunder to one or more of its wholly-owned Subsidiaries Affiliates (but the Buyer shall not be released from its obligations hereunder upon any such assignment). Any assignment or attempted assignment other than in accordance with this Section 14.5(a) shall be void ab initio. (b) Except as otherwise provided in Section 6.7 (Seller Releases) and Section 11.2 (Indemnification)11, this Option Agreement shall not be construed as giving any Person, other than the parties hereto and their permitted successors, heirs and assigns, any legal or equitable right, remedy or claim under or in respect of this Option Agreement or any of the provisions herein contained, this Option Agreement and all provisions and conditions hereof being intended to be, and being, for the sole and exclusive benefit of such parties, and their respective permitted successors, heirs and assigns and for the benefit of no other Person or entity.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ventas Inc)

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