Common use of Assignment; Binding Effect Clause in Contracts

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 55 contracts

Samples: Agreement and Plan of Merger (EarthLink Holdings Corp.), Agreement and Plan of Merger (Windstream Holdings, Inc.), Agreement and Plan of Merger (Schlumberger LTD /Nv/)

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Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, and any such assignment that is not consented to shall be null and void. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 21 contracts

Samples: Agreement and Plan of Merger (Transport Holdings Inc), Agreement and Plan of Merger (Chancellor Media Corp of Los Angeles), Agreement and Plan of Merger (Lin Tv Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 18 contracts

Samples: Rollover and Contribution Agreement (Junique Laurent), Rollover and Contribution Agreement (Junique Laurent), Joinder Agreement (Stealth BioTherapeutics Corp)

Assignment; Binding Effect. Neither this Agreement Agreement, nor any of the rightsright hereunder, interests or obligations hereunder shall may be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon upon, and shall inure to the benefit of of, the parties hereto and their respective heirs, personal representatives, successors and permitted assigns.

Appears in 16 contracts

Samples: Asset Purchase Agreement (Industrial Services of America Inc /Fl), Inventory Purchase Agreement (Industrial Services of America Inc /Fl), Agreement and Plan of Merger (Thermoview Industries Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties, except that Parent may assign this Agreement (in whole but not in part) in connection with a permitted assignment of the Merger Agreement by Parent, as applicable. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 15 contracts

Samples: Contribution Agreement (Sogou Inc.), Contribution Agreement (Tencent Holdings LTD), Contribution and Support Agreement (Taylor Andrew C)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 14 contracts

Samples: Agreement and Plan of Merger (Fitlife Brands, Inc.), Agreement and Plan of Merger (iSatori, Inc.), Agreement and Plan of Merger (NCO Group, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 11 contracts

Samples: Agreement and Plan of Merger (W R Grace & Co), Agreement and Plan of Merger (Synthetech Inc), Agreement and Plan of Merger (Rohm & Haas Co)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Any purported assignment without such consent shall be void. Subject to the preceding sentencesentences, this Agreement shall will be binding upon and shall upon, inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 11 contracts

Samples: Voting and Support Agreement (Zisapel Zohar), Voting and Support Agreement (Zisapel Zohar), Voting and Support Agreement (Zisapel Zohar)

Assignment; Binding Effect. Neither this Agreement Agreement, nor any of the rights, obligations or interests or obligations hereunder shall hereunder, may be assigned by any of the parties hereto (whether by operation of law or otherwise) without Party hereto, except with the prior written consent of the other partiesParties hereto. Subject to the preceding sentence, this Agreement shall be binding upon upon, and shall inure to the benefit of of, the parties Parties hereto and their respective successors and assigns.

Appears in 8 contracts

Samples: Iv Acquisition Agreement (Fargo Electronics Inc), Iv Acquisition Agreement (Zebra Technologies Corp/De), Iv Acquisition Agreement (Fargo Electronics Inc)

Assignment; Binding Effect. Neither Except as provided herein, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto (i) Shareholder and their respective his heirs, successors and assigns, and (ii) Access Beyond and its successors and assigns.

Appears in 8 contracts

Samples: Employment Agreement (Access Beyond Inc), Market Stand Off Agreement (Access Beyond Inc), Market Stand Off Agreement (Access Beyond Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns.

Appears in 8 contracts

Samples: Voting and Support Agreement (Enterprise Acquisition Corp.), Agreement and Plan of Merger (Enterprise Acquisition Corp.), Voting and Support Agreement (Capitol Acquisition Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Golden Bear Golf Inc), Stock Purchase Agreement (Family Golf Centers Inc), Agreement and Plan of Merger (Oao Technology Solutions Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 6 contracts

Samples: Indemnity Agreement (Mdsi Mobile Data Solutions Inc /Can/), Agreement and Plan of Merger (Nationwide Mutual Insurance Co), Agreement and Plan of Merger (Nationwide Mutual Insurance Co)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon on and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 6 contracts

Samples: Voting Trust Agreement (Canadian Pacific Railway LTD/Cn), Agreement and Plan of Merger (Canadian Pacific Railway LTD/Cn), Agreement and Plan of Merger (Canadian National Railway Co)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 5 contracts

Samples: Proxy Agreement (Chindata Group Holdings LTD), Voting and Standstill Agreement (Biotechnology Value Fund L P), Voting and Standstill Agreement (BioLineRx Ltd.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns. Notwithstanding the foregoing, each of Parent and Subco shall have the right to assign its rights, interests and obligations hereunder to any of its affiliates without the prior written consent of the other parties hereto.

Appears in 5 contracts

Samples: Arrangement Agreement (Mdsi Mobile Data Solutions Inc /Can/), Arrangement Agreement (Mdsi Mobile Data Solutions Inc /Can/), Arrangement Agreement (International Absorbents Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall may be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of all of the other parties. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and permitted assigns.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Georgia Gulf Corp /De/), Agreement and Plan of Merger (PPG Industries Inc), Agreement and Plan of Merger (Georgia Gulf Corp /De/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, such consent not to be unreasonably withheld and any such assignment that is not consented to shall be null and void. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Washington National Corp), Agreement and Plan of Merger (Washington National Corp), Agreement and Plan of Merger (Penncorp Financial Group Inc /De/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall will be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall will be binding upon and shall will inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Eastman Chemical Co), Agreement and Plan of Merger (TAMINCO Corp), Agreement and Plan of Merger (Transgenomic Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall may be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be is binding upon and shall inure inures to the benefit of the parties hereto and their respective successors and assigns.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Professional Diversity Network, Inc.), Agreement and Plan of Merger (Ladurini Daniel), Agreement and Plan of Merger (Pharmathene, Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 4 contracts

Samples: Stockholders Agreement (Esoft Inc), Agreement and Plan of Merger (International Tourist Entertainment Corp), Stockholders Agreement (Esoft Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentencefirst sentence of this Section 7.6, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Any assignment not permitted under this Section 7.6 shall be null and void.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Dexter Corp), Agreement and Plan of Merger (Life Technologies Inc), Agreement and Plan of Merger (Invitrogen Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 3 contracts

Samples: Preferred Stock Purchase and Recapitalization Agreement (Katy Industries Inc), Stock Repurchase Agreement (Motient Corp), Stock Repurchase Agreement (Motient Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty; provided, however, that no such consent shall be required in the event of a merger, consolidation or sale of either BMS or Zimmer. Subject to the preceding sentence, this Agreement shall be binding upon on, and shall inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 3 contracts

Samples: Tax Sharing Agreement (Zimmer Holdings Inc), Tax Sharing Agreement (Zimmer Holdings Inc), Tax Sharing Agreement (Zimmer Holdings Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto (including the Released Persons) and their respective successors and and, subject to the preceding sentence, assigns.

Appears in 3 contracts

Samples: Termination and Settlement Agreement, Termination and Settlement Agreement (Chaparral Energy, Inc.), Termination and Settlement Agreement (Edge Petroleum Corp)

Assignment; Binding Effect. Neither this Agreement nor any of -------------------------- the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, and any such assignment that is not consented to shall be null and void. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Evergreen Media Corp), Agreement and Plan of Merger (Ginsburg Scott K), Agreement and Plan of Merger (Ginsburg Scott K)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement, the -32- 37 Voting Agreement and the Irrevocable Proxy shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. SECTION 9.7.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Tech Sym Corp), Agreement and Plan of Merger (Geoscience Corp), A Agreement and Plan (Core Laboratories N V)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty; provided, however, that no such consent shall be required in the event of a merger, consolidation or sale of either BioPharma or Biotechnologies. Subject to the preceding sentence, this Agreement shall be binding upon on, and shall inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 3 contracts

Samples: Tax Responsibility Allocation Agreement, Tax Responsibility Allocation Agreement (InB:Biotechnologies, Inc.), Tax Responsibility Allocation Agreement (iBioPharma, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Medplus Inc /Oh/), Agreement and Plan of Merger (Medplus Inc /Oh/), Agreement and Plan of Merger (Medplus Inc /Oh/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.. Section 9.7

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Falcon Products Inc /De/), Agreement and Plan of Merger (Falcon Products Inc /De/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise, other than by operation of Law in a merger following the Effective Time) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Total System Services Inc), Agreement and Plan of Merger (NetSpend Holdings, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall may be assigned by any either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall will be binding upon and shall will inure to the benefit of the parties hereto and their respective permitted successors and assignsassigns and the provisions of Section 5.3(c) may be enforced by the person named therein.

Appears in 2 contracts

Samples: Agreement (Alliant Techsystems Inc), Agreement (Hercules Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty in its sole discretion, and any such assignment that is attempted without such consent shall be null and void. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of of, and be enforceable by the parties hereto and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Purchase Agreement (Intramerica Variable Annuity Account), Purchase Agreement (Charter National Variable Annuity Account)

Assignment; Binding Effect. Neither this Agreement nor any -------------------------- of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Kbii Holdings Inc), Agreement and Plan of Merger (Guarantee Life Companies Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other partiesparties hereto. Subject to the preceding sentence, The provisions of this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Termination and Settlement Agreement (Stein Mart Inc), Termination and Settlement Agreement (Ebix Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. SECTION 9.07.

Appears in 2 contracts

Samples: Exhibit 2 Agreement and Plan of Merger (Arcadian Corp), Agreement and Plan of Merger (Potash Corporation of Saskatchewan Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties Parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties Parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Avista Corp), Agreement and Plan of Merger (Memry Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, except that Merger Sub may assign, in its sole discretion, any or all of its rights, interests and obligations hereunder to any direct or indirect Subsidiary of Parent. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Appears in 2 contracts

Samples: Merger Agreement (Family Golf Centers Inc), Agreement and Plan of Merger (Mdi Entertainment Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and and, subject to the preceding sentence, assigns.. Section 6.7

Appears in 1 contract

Samples: Termination and Settlement Agreement

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise, other than by operation of law in a merger following the Effective Time) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Efunds Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and and, subject to the preceding sentence, assigns.

Appears in 1 contract

Samples: Termination and Settlement Agreement (Harman International Industries Inc /De/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests interests, or obligations hereunder shall be assigned by any either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Asset Purchase Agreement (Vast Technologies Holding Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall under this Agreement may be assigned by any of the parties hereto (whether or delegated, in whole or in part, by operation of law Law or otherwise) otherwise by any party hereto without the prior written consent of the other partiesparties hereto, and any such assignment without such prior written consent shall be null and void. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Blackwater Midstream Corp.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 9.7 shall be null and void.

Appears in 1 contract

Samples: Agreement and Plan of Merger (EnerJex Resources, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.to

Appears in 1 contract

Samples: Stock Purchase Agreement (Broughton Foods Co)

Assignment; Binding Effect. Neither this Agreement nor any of -------------------------------------- the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Shelby Williams Industries Inc)

Assignment; Binding Effect. Neither this This Agreement nor any and all of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall provisions hereof will be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns, but neither this Agreement nor any of the rights, interests or obligations hereunder will be assigned (whether voluntarily, involuntarily, by operation of law or otherwise) by any of the parties hereto without the prior written consent of the other parties.

Appears in 1 contract

Samples: Stockholder Subscription Agreement (Eurasia Design Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties party hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Securities Purchase Agreement (Minerco Resources, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this This Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Asset Purchase Agreement (Vlasic Foods International Inc)

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Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall may be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be is binding upon and shall inure inures to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Jefferies Group Inc /De/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, which consent shall not be unreasonably withheld. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted successors and assigns.. Notwithstanding anything contained in this Agreement to the contrary, nothing in CONFIDENTIAL TREATMENT - NOTED BY * AND STRIKE-THROUGH

Appears in 1 contract

Samples: Stock Purchase Agreement (Watson Pharmaceuticals Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties party hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Waiver, Consent, and Termination Agreement (Asv Inc /Mn/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, provided that Sub may assign its rights and obligations hereunder to any wholly owned subsidiary of Parent, and the parties shall execute such documents as may be necessary to reflect such assignment. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (International Wireless Communications Holdings Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentencethis Section 5.10, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Comprehensive Care Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, such consent not to be unreasonably withheld, and any such assignment that is not consented to shall be null and void. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bay State Gas Co /New/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Stockholder Support Agreement (BMP Sunstone CORP)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.. 42

Appears in 1 contract

Samples: Agreement and Plan of Merger (Quest Diagnostics Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, beneficiaries, executors, successors and assigns.

Appears in 1 contract

Samples: Securities Purchase Agreement (Tribune Co)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto Parties (whether by operation of law or otherwise) without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto Parties and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Castle Bancgroup Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties; PROVIDED, THAT, the Purchaser may assign any of its rights, interests or obligations to any other affiliate of the Purchaser. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Share Purchase Agreement (Sina Com)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement and the other Transaction Documents shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Zendesk, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit benet of the parties hereto and their respective successors and assigns, provided, however, neither this Agreement nor any rights hereunder shall be assignable by the Introducer without the express written consent of TRADEVIEW.

Appears in 1 contract

Samples: Introducing Broker Agreement

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other partiesparties and the Company. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Share Sale and Support Agreement (Nord Anglia Education, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement Agree- ment shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Betzdearborn Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or of otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Tax Sharing Agreement (Global Decisions Group LLC)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the either parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other partiesParty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Purchase and Voting Agreement (Ocean Imagination L.P.)

Assignment; Binding Effect. Neither this Agreement nor any of the -------------------------- rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Allied Group Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned assigned, in whole or in part, by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding solely upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Voting Agreement (Avolon Holdings LTD)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparties hereto. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (APP Pharmaceuticals, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty; provided, however, that no such consent shall be required in the event of a merger, consolidation or sale of either P&G or JMS. Subject to the preceding sentence, this Agreement shall be binding upon on, and shall inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Tax Sharing Agreement (Smucker J M Co)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty; provided, however, that no such consent shall be required in the event of a merger, consolidation or sale of either Mestek or Omega. Subject to the preceding sentence, this Agreement shall be binding upon on, and shall inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Tax Responsibility Allocation Agreement (Omega Flex, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties Parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesParties hereto. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto Parties and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Asset Purchase Agreement (Salarius Pharmaceuticals, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.other

Appears in 1 contract

Samples: Support Agreement (L-1 Identity Solutions, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Stock Purchase Agreement (Centennial Communications Corp /De)

Assignment; Binding Effect. Neither this Agreement Agreement, nor any of the rights, obligations or interests or obligations hereunder shall hereunder, may be assigned by any of the parties hereto (whether by operation of law or otherwise) without party hereto, except with the prior written consent of the other partiesparties hereto. Subject to the preceding sentence, this Agreement shall be binding upon upon, and shall inure to the benefit of of, the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Acquisition Agreement (Us Franchise Systems Inc/)

Assignment; Binding Effect. Neither this Agreement nor -------------------------- any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparties in their sole discretion, and any such assignment that is attempted without such consent shall be null and void. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of of, and be enforceable by the parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Administrative Services Agreement (Centris Group Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective respect permitted successors and assigns.

Appears in 1 contract

Samples: And Option Purchase and Termination Agreement (Retail Venture Partners L P Et Al)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall may be assigned assigned, in whole or in part, by any of the parties hereto party (whether by operation of law or otherwise) without the prior written consent of the other partiesparties hereto. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization and Merger (Video Sentry Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or of obligations hereunder shall may be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be is binding upon and shall inure inures to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Wendys International Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. , Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Interactive Intelligence Group, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Appears in 1 contract

Samples: Agreement and Plan of Merger

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