Assignment and Enforceability Sample Clauses

Assignment and Enforceability. This Non-Solicitation Covenant shall be binding upon and shall inure to the benefit of the Company and its successors and assigns; it may be assigned by the Company in its discretion and without Employee’s consent and neither a formal assignment nor notice to Employee shall be required. Employee also expressly agrees that this Agreement is intended for the benefit and may be enforced by any affiliate of the Company and/or subsidiaries. This Non-Solicitation Covenant shall also be binding upon Employee and shall inure to Employee’s benefit and to the benefit of his or her heirs, executors, administrators and legal representatives. Employee’s duties and obligations hereunder are personal and shall not be assignable or delegable by Employee in any manner whatsoever.
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Assignment and Enforceability. This Agreement shall be binding upon and enforceable by the parties and their respective successors and permitted assigns. No party may assign any of its rights or benefits under this Agreement, or delegate any of its duties or obligations under this Agreement, to any person without the prior written consent of the other party.
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Assignment and Enforceability. You may not assign this Agreement. If any provision of this Agreement is determined to be unenforceable or invalid, then all other provisions shall remain valid and enforceable.
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Assignment and Enforceability. You may not assign this Agreement. If any provision of this Agreement is deemed unenforceable or invalid, then all other provisions shall remain valid and enforceable. Force Majeure. TPCU is not liable for any delay or failure to act if such a delay in inaction is caused by legal constraint, interruption of transmission or communications, equipment failure, natural disaster, war, emergency conditions or other conditions beyond TPCU’s control.
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Assignment and Enforceability. This Agreement shall be binding upon and enforceable by the parties and their respective successors and permitted assigns. No party may assign any of its rights or benefits under this Agreement or delegate any of its duties or obligations under this Agreement to any person except as expressly permitted hereby. BT and HKB may assign all or any part of their rights under this Agreement to any assignee to which their respective Assigned Interests are transferred in accordance with Section 11.8 of the Amended and Restated Credit Agreement.
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Assignment and Enforceability. This Agreement shall be binding upon and enforceable by the parties and their respective successors and permitted assigns. No party may assign any of its rights or benefits under this Agreement, or delegate any of its duties or obligations under this Agreement, to any person except as expressly permitted hereby. Investco and the Onex Associates may assign all or any part of their rights under this Agreement to any Permitted Transferee to which any of their respective Shares are Transferred in accordance with Section 6, provided that such Permitted Transferee complies with the requirements of Section 6.
Sample 1
Assignment and Enforceability. 55 12.8 Onex Corporation......................................................................55 12.9 Management Vendors....................................................................55 12.10 Construction..........................................................................56 12.11 Counterparts..........................................................................56 12.12
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Assignment and Enforceability. (1) This Agreement shall be binding upon and enforceable by the parties and their respective successors and permitted assigns. No party may assign any of its rights or benefits under this Agreement, or delegate any of its duties or obligations under this Agreement, to any person without the prior written consent of the other parties hereto. (2) Notwithstanding Section 12.7(a), Investco may assign all of its rights, benefits, liabilities and obligations under this Agreement to any Affiliate to which the Purchased Shares owned by it are transferred or assigned prior to the Time of Closing and such Affiliate may effect such further transfers and assignments as it may in its sole discretion determine; provided, however, that any such assignment or transfer shall not relieve Investco from its liabilities and obligations pursuant to this Agreement. In the event of any such transfer or assignment, the Affiliate to which such transfer or assignment is made shall be for all purposes considered to be a Vendor hereunder and shall be entitled to enforce against the Purchaser all of the rights and benefits of Investco hereunder. (3) Notwithstanding Section 12.7(a), the Purchaser may assign all of its rights, benefits, liabilities and obligations under this Agreement to any corporation which is a subsidiary of or controlled by the Purchaser or to First Union Management, Inc. or any Affiliate of First Union Management, Inc.; provided, however, that any such assignment or transfer shall not relieve the Purchaser from its liabilities and obligations pursuant to this Agreement. In the event of any such transfer or assignment, the person to which such assignment is made shall be for all purposes considered to be the Purchaser hereunder and shall be entitled to enforce against the Vendors all of the rights and benefits of the Purchaser hereunder.
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Related to Assignment and Enforceability

  • Execution and Enforceability This Agreement has been duly executed and delivered by the Assuming Institution and when this Agreement has been duly authorized, executed and delivered by the Corporation and the Receiver, this Agreement will constitute the legal, valid and binding obligation of the Assuming Institution, enforceable in accordance with its terms.

  • Authorization and Enforceability This Agreement has been duly authorized, executed and delivered by the Seller and constitutes the valid and binding obligation of the Seller, enforceable in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, fraudulent transfer, moratorium or other similar laws relating to or affecting the rights of creditors generally and by equitable principles.

  • Governing Law and Enforceability This Contract will be governed and construed according to the Constitution and laws of the State of Colorado. If any provision of this Contract or any application of this Contract to the School is found contrary to law, such provision or application will have effect only to the extent permitted by law. Either party may revoke this Contract if a material provision is declared unlawful or unenforceable by any court of competent jurisdiction and the parties do not successfully negotiate a replacement provision. The parties agree to meet and discuss in good faith any material changes in law that may significantly impact their relationship as set forth in the Contract.

  • Severability and Enforceability If any court of competent jurisdiction declares any provision of this Agreement invalid, void or unenforceable in whole or in part, for any reason, it shall be deemed not to affect or impair the validity of the remainder of this Agreement, which shall remain in full force and effect. To the extent that any court of competent jurisdiction concludes that any provision of this Agreement is void or voidable, the court shall reform such provision(s) to render the provision(s) enforceable, but only to the extent absolutely necessary to render the provision(s) enforceable.

  • Authority and Enforceability Seller has all corporate power and authority necessary to execute and deliver, and to perform its obligations under, and, subject to the satisfaction of the closing conditions, to consummate the transactions contemplated by, this Agreement and the Ancillary Agreements. The execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized by the board of directors of Seller, and no other corporate proceedings on the part of Seller are necessary to authorize this Agreement or any Ancillary Agreement or to consummate the transactions contemplated hereby or thereby. This Agreement has been duly and validly executed and delivered by Seller, and constitutes a valid and binding agreement of Seller, enforceable against Seller in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, or other similar laws affecting or relating to enforcement of creditors’ rights generally or general principles of equity. At the Closing, each of the Ancillary Agreements to which Seller is contemplated to be a party will be duly and validly executed and delivered by Seller and will constitute a valid and binding agreement of Seller, enforceable against Seller in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, or other similar laws affecting or relating to enforcement of creditors’ rights generally or general principles of equity.

  • Authorization, Execution and Enforceability It has full limited liability company power and authority to execute and deliver this Agreement and each other Investment Document to which it is a party, to make its respective Equity Capital Contributions and to consummate the transactions contemplated hereunder and thereunder. The execution and delivery by it of this Agreement and each other Investment Document to which it is a party and the consummation by it of the transactions contemplated hereunder and thereunder, have been duly authorized by all necessary limited liability company action. This Agreement and each other Investment Document to which it is a party has been duly executed and delivered by it. This Agreement and each other Investment Document to which it is a party constitute its valid and binding obligation, enforceable against it in accordance with its respective terms except as such terms may be limited by (i) bankruptcy, insolvency or similar laws affecting creditors’ rights generally or (ii) general principles of equity, whether considered in a proceeding in equity or at law.

  • Authorization, Validity and Enforceability The execution, delivery and performance of all Loan Documents executed by Borrower are within Borrower’s powers, have been duly authorized, and are not in conflict with Borrower’s certificate of incorporation or by-laws, or the terms of any charter or other organizational document of Borrower, as amended from time to time; and all such Loan Documents constitute valid and binding obligations of Borrower, enforceable in accordance with their terms (except as may be limited by bankruptcy, insolvency and similar laws affecting the enforcement of creditors’ rights in general, and subject to general principles of equity).

  • Due Authorization and Enforceability The Company has the full right, power and authority to enter into this Agreement and to perform and discharge its obligations hereunder; and this Agreement has been duly authorized, executed and delivered by the Company, and constitutes a valid, legal and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as rights to indemnity hereunder may be limited by federal or state securities laws and except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization or similar laws affecting the rights of creditors generally and subject to general principles of equity.

  • Power, Authorization and Enforceability The Indenture Trustee has the power and authority to execute deliver and perform the terms of this Indenture. The Indenture Trustee has authorized the execution, delivery and performance of the terms of this Indenture. This Indenture is the legal, valid and binding obligation of the Indenture Trustee enforceable against the Indenture Trustee, except as may be limited by insolvency, bankruptcy, reorganization or other laws relating to or affecting the enforcement of creditors’ rights or by general equitable principles.

  • Execution, Delivery and Enforceability This Amendment and the Consent have been duly executed and delivered by each Loan Party which is a party thereto and are the legal, valid and binding obligations of such Loan Party, enforceable in accordance with their terms, except as enforceability may be affected by applicable bankruptcy, insolvency, and similar proceedings affecting the rights of creditors generally, and general principles of equity. The Agent’s Liens in the Collateral continue to be valid, binding and enforceable first priority Liens which secure the Obligations.

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