Common use of Assignment; Binding Effect; Severability Clause in Contracts

Assignment; Binding Effect; Severability. Neither Party may assign its rights or obligations under this Agreement absent the express, written consent of the other Party. Notwithstanding the above, either Party may, without such consent, assign this Agreement and its rights and obligations hereunder in connection with the transfer or sale of all or substantially all of its business or the business unit to which this Agreement pertains, or in the event of its merger, consolidation, change in control or similar transaction. The provisions of this Agreement are severable and, in the event that any one or more provisions are deemed illegal or unenforceable, the remaining provisions will remain in full force and effect unless the deletion of such provision will cause this Agreement to become materially adverse to any Party, in which event the Parties will use reasonable efforts to arrive at an accommodation which best preserves for the Parties the benefits and obligations of the offending provision.

Assignment; Binding Effect; Severability. Neither Party This Agreement may assign its rights or obligations under this Agreement absent the express, written consent of not be assigned by any party hereto without the other Party. Notwithstanding party's written consent; provided, that after the above, either Party may, without such consent, assign this Agreement and Closing Date a party may transfer its rights and obligations hereunder in connection with the transfer a merger or sale of all or substantially all of its business or assets. This Agreement shall be binding upon and inure to the business unit to which this Agreement pertainsbenefit of and be enforceable by the successors, or in the event legal representatives and permitted assigns of its merger, consolidation, change in control or similar transactioneach party hereto. The provisions of this Agreement are severable andseverable, and in the event that any one or more provisions are deemed illegal or unenforceable, unenforceable the remaining provisions will shall remain in full force and effect unless the deletion of such provision will shall cause this Agreement to become materially adverse to any Partyeither party, in which event the Parties will parties shall use reasonable commercial efforts to arrive at an accommodation which that best preserves for the Parties parties the benefits and obligations of the offending provision.

Assignment; Binding Effect; Severability. Neither Party This Agreement may assign its rights or obligations under this Agreement absent the express, written consent of not be assigned by any party hereto without the other Party. Notwithstanding party’s written consent; provided, that after the above, either Party may, without such consent, assign this Agreement and Closing Date a party may transfer its rights and obligations hereunder in connection with the transfer a merger or sale of all or substantially all of its business or assets. This Agreement shall be binding upon and inure to the business unit to which this Agreement pertainsbenefit of and be enforceable by the successors, or in the event legal representatives and permitted assigns of its merger, consolidation, change in control or similar transactioneach party hereto. The provisions of this Agreement are severable andseverable, and in the event that any one or more provisions are deemed illegal or unenforceable, unenforceable the remaining provisions will shall remain in full force and effect unless the deletion of such provision will shall cause this Agreement to become materially adverse to any Partyeither party, in which event the Parties will parties shall use reasonable commercial efforts to arrive at an accommodation which that best preserves for the Parties parties the benefits and obligations of the offending provision.