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.

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.

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.

Assignment; Binding Effect. Neither this Agreement nor This Agreement, or any of the rightsportion thereof, interests or obligations hereunder shall not be assigned by any of the parties hereto (whether by operation of law or otherwise) Parties without the prior written consent of the other partiesParties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of and shall be binding upon the parties hereto Parties and their respective successors and permitted assigns.

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.

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.

Assignment; Binding Effect. Neither this Agreement nor any of the rightsright, interests interest or obligations hereunder shall obligation under this Agreement may be assigned by any of the parties hereto (whether party to this Agreement, by operation of law or otherwise) , without the prior written consent of the other partiesparties to this Agreement and any attempt to do so will be void. Subject to the preceding sentenceforegoing, this Agreement shall be is binding upon and shall inure upon, inures to the benefit of and is enforceable by the parties hereto to this Agreement and their respective successors and assigns.

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.

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.

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 for assignments by Merger Sub to a wholly-owned 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 successors and assigns.

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be 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, and any such assignment without such consent shall be null and void. No assignment by any party shall relieve such party of any of its obligations hereunder. Subject to the preceding sentencesentences, this Agreement shall be binding upon upon, and shall inure to the benefit of of, and shall be enforceable by the parties hereto and their respective successors and assigns.

Assignment; Binding Effect. Neither this Agreement nor any right, remedy, obligation or liability arising hereunder or by reason hereof nor any of the rights, interests or obligations hereunder shall documents executed in connection herewith may be assigned by any of the parties hereto (whether by operation of law or otherwise) Party without the prior written consent of the other partiesParties. Subject to Except as provided in the preceding previous sentence, this Agreement shall be binding upon and all of the rights and obligations hereunder shall inure to the benefit of and be binding upon the parties Parties hereto and their respective successors and assigns. Any attempted assignment in violation of this Agreement shall be null and void.

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.

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.

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) Parties without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement shall be binding upon on and shall inure to the benefit of the parties hereto Parties and their respective successors and assigns.

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.

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

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 for assignments by Merger Sub to a wholly owned 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 successors and assigns.

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.

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.

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or obligations hereunder shall not 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 ; provided that no consent shall be binding upon required for the Purchaser to assign any or all of its respective rights and obligations hereunder to a Person controlled by the Purchaser. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

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

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 partiesParties hereto. Subject to the preceding sentenceforegoing, 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 4.6 shall be null and void.

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 and any prohibited assignment is void. 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.

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 Law or otherwise) without the prior written consent of the other partiesparty; provided, that Parent may assign any of its respective rights, interest or obligations 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 heirs, successors and permitted assigns.

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, and any attempted assignment of this Agreement or any of such rights, interests or obligations without such consent shall be void and of no effect. 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.

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. Any purported assignment not permitted under this Section shall be null and void.

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

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.

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or obligations hereunder shall not 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 This Agreement shall be binding upon and shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

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.

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, 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.

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.

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 either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty, which consent shall not be unreasonably withheld, 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.

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, and any purported assignment without such consent 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 permitted assigns.

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.

Assignment; Binding Effect. Neither this This Agreement nor any of and the rights, interests or obligations rights hereunder shall be assigned are not assignable unless such assignment is consented to in writing by any of all the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesParties. Subject to the preceding sentenceclause, this Agreement and all the provisions hereof shall be binding upon and shall inure to the benefit of the parties hereto Parties and their respective successors and permitted assigns.

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.

Assignment; Binding Effect. Neither Except as otherwise provided in this Agreement, no right under this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by assignable and any attempted assignment in violation of this provision shall be void. This Agreement, and the rights and obligations of the parties hereto (whether hereunder, shall be binding upon and inure to the benefit of any and all successors, permitted assigns, personal representatives and all other legal representatives, in whatsoever capacity, 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 hereto, in each case with the same force and their respective successors and assignseffect as if the foregoing persons were named herein as parties hereto.

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 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. Any purported assignment not permitted under this Section 4(g) shall be null and void.

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 each party hereto, and any purported assignment in violation hereof shall be void ab initio. All the other parties. Subject to the preceding sentence, terms and provisions of this Agreement shall be binding upon and shall inure to the benefit of and be enforceable by the parties hereto respective heirs and their respective permitted successors and assignsassigns of Purchaser and Seller.

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall may be assigned by any either of the parties hereto Parties (whether by operation of law or otherwise) without the prior written consent of the other partiesParty and the prior written consent of the Company, not to be unreasonably withheld, delayed or conditioned, and any purported assignment without such consent 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 Parties and their respective successors and permitted assigns.

Assignment; Binding Effect. Neither Except as expressly provided herein, neither this Agreement nor any of the rights, interests or obligations hereunder shall under this Agreement will be assigned assigned, in whole or in part, by any of the parties hereto (whether by operation of law or otherwise) Parties without the prior written consent of the other partiesParties. Any purported assignment without such prior written consent will 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 Parties and their respective successors and assigns.

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 Parent may assign this Agreement or any of their rights, interests and obligations hereunder to any affiliate of Parent without the consent of the Shareholders. 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.

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.

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

Assignment; Binding Effect. Neither Except as otherwise specifically provided herein, 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. Any purported assignment not permitted under this Section 5(g) shall be null and void.

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 Affiliate or 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 permitted assigns.

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.

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.

Assignment; Binding Effect. Neither Except as otherwise provided in this Agreement, no right under this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by assignable and any attempted assignment in violation of this provision shall be void. This Agreement, and the rights and obligations of the parties hereto (whether hereunder, shall be binding upon and inure to the benefit of any and all successors, permitted assigns, personal representatives and all other legal representatives, in whatsoever capacity, 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 hereto, in each case with the same force and their respective successors and assigns.effect as if the foregoing persons were named herein as parties hereto..

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.

Assignment; Binding Effect. Neither Except as otherwise provided herein, 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 assignsParties.

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.

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 heirs, executors, administrators, legal representatives, successors and permitted assigns. Any purported assignment not permitted under this Section 9.4 shall be null and void.

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 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.

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 Parties (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 upon, inure to the benefit of and be enforceable by the parties hereto Parties and their respective successors and permitted assigns.

Assignment; Binding Effect. Neither Subject to the provisions of Section 17.13 below, 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) a party without the prior written consent of all of the other partiesparties to this Agreement. 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.

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.

Assignment; Binding Effect. Neither Except as provided herein, 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.

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 Law or otherwise) without the prior written consent of the other partiesParties; provided, however, that, prior to the Closing, Merger Sub may assign this Agreement (in whole or in part) to any wholly-owned Subsidiary of Parent; and provided further that either Parent or Merger Sub may assign its rights hereunder as collateral pursuant to any financing arrangement. No assignment by any Party shall relieve such Party of any of its obligations hereunder. Subject to the preceding sentenceforegoing, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto Parties and their respective successors and permitted assigns.

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder right created hereby shall be assigned assignable by any of the parties either party hereto (whether by operation of law or otherwise) without the prior express written consent of the other partiesparty. 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 permitted assigns.

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder in this Agreement shall be assigned (other than by operation of law as a result of a merger or similar transaction) by any of the parties hereto (whether by operation of law or otherwise) Parties without the prior written consent of the other partiesParties. 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 and, subject to the preceding sentence, assigns.

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.

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 permitted assigns. Any assignment not permitted under this Section 9.6 shall be null and void.

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.

Assignment; Binding Effect. Neither Except as otherwise specifically provided herein, 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. Any purported assignment not permitted under this Section 8 shall be null and void.

Assignment; Binding Effect. Neither Except as otherwise provided herein, neither this Agreement nor any of the rights, interests rights or obligations hereunder under this Agreement shall be assigned by any of the parties hereto (whether assigned, in whole or in part, directly or indirectly, by operation of law or otherwise) , by any of the parties without the prior written consent of the all other parties. Subject , and any such assignment that is not consented to the preceding sentence, this Agreement shall be null and void. This Agreement 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.

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) a party without the prior written consent of all of the other partiesparties to this Agreement. 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.

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by any of the parties hereto (whether by operation of law or otherwise) otherwise by any party hereto 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 and be binding upon the parties hereto and their respective permitted successors and assigns.

Assignment; Binding Effect. Neither this Agreement nor any of the rightsright or obligation hereunder will be assigned, interests delegated or obligations hereunder shall be assigned by any of the parties hereto otherwise transferred (whether by operation of law or otherwise) by either Party without the prior written consent of the other partiesParty, except as otherwise provided in this Agreement. Subject to the preceding sentence, this This Agreement shall will be binding upon on and shall inure to the benefit of the parties hereto and their respective permitted successors and assignsassigns of the Parties. Any purported assignment, delegation or other transfer not permitted by this Section is void.

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto hereto, in whole or in part (whether by operation of law or otherwise) ), without the prior written consent of the other parties. Any attempt to make any such assignment without such consent 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 permitted assigns.

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties either 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. Nothing in this Agreement, expressed or implied, is intended to confer on any person other than the parties hereto or their respective successors and assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement.

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or and all rights and obligations hereunder shall not be assigned by any of the parties hereto (whether by operation of law or otherwise) either party without the prior written consent of the other partiesother. Subject to the preceding sentenceforegoing, all of the covenants, conditions and provisions of this Agreement shall be binding upon run with the Property and shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, administrators, successors and assigns.

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 assignsParties.

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 Law or otherwise) without the prior written consent of the other partiesparty; provided, that the Company may assign any of its respective rights, interest or obligations to any direct or indirect Subsidiary of the Company. 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 heirs, successors and permitted assigns.

Assignment; Binding Effect. Neither No party hereto may assign, transfer or encumber this Agreement nor or any of the its 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 approval of the other partiesparties hereto, and any attempted assignment without such prior written approval shall be void and without legal effect. 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 permitted assigns.

Assignment; Binding Effect. Neither No party to this Agreement nor any of the rights, interests may assign its rights or delegate its obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) under this Agreement without the prior express 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 and their respective successors and assigns. In addition, the Lender shall be a third party beneficiary hereof.

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 assigns. Any purported assignment in violation of this Agreement is void.

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. Any purported assignment not permitted under this Section 8.8 shall be null and void.

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.

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.

Assignment; Binding Effect. Neither this This Agreement nor any of and the rights, interests or obligations rights hereunder shall be assigned are not assignable by any of the parties hereto (whether either Party unless such assignment is consented to in writing by operation of law or otherwise) without the prior written consent of the other partiesParty. Subject to the preceding sentence, this Agreement and all the provisions hereof shall be binding upon and shall inure to the benefit of the parties hereto Parties and their respective successors and permitted assigns.

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.

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 This Agreement shall be binding upon and shall inure to the benefit of the parties Parties hereto and their respective successors and and, subject to the preceding sentence, assigns.

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 for assignments by Merger Sub to a wholly owned direct or indirect Subsidiary of Parent so long as any such assignment does not delay the Closing. 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.

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto to this Agreement (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 to this Agreement and their respective successors and assigns. Any purported assignment not permitted by this Section 9.8 shall be null and void.

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall may be assigned or delegated by any either 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 will be binding upon and shall inure solely to the benefit of the parties hereto each party hereto, and their respective successors and assignsnothing in this Agreement, express or implied, is intended to or will confer upon any person any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

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

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, however, that Merger Sub may assign all of its rights and obligations under this Agreement and the transactions contemplated hereby to any other wholly owned Subsidiary of Media Metrix. 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.

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. Merger Sub may however assign all its rights and obligations hereunder to another wholly owned subsidiary of Parent.

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 Parties (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 upon, inure to the benefit of and be enforceable by the parties hereto Parties and their respective successors and assigns.

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 Distributing or Controlled. 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.

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. Subject to the preceding sentence, this Agreement shall be binding upon on and shall inure to the benefit of the parties Parties hereto and their respective successors and assigns.

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.

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or obligations hereunder shall may not be assigned or delegated, in whole or in part, by any of the parties party hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparties hereto. Subject to the preceding sentenceforegoing, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Notwithstanding the foregoing, the Purchaser may assign any of its rights and obligations under this Agreement prior to Closing to any of its Affiliates; provided, however, that the Purchaser shall remain primarily obligated to perform its obligations under this Agreement.

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

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by any of the parties hereto (whether assignable by operation of law or otherwise) otherwise by a Party without the prior written consent of the other partiesany Other Party. Subject to the preceding foregoing sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of of, and be enforceable by and against the parties hereto and their permitted respective heirs, executors, administrators, successors and assignsassigns of each Party.

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.

Assignment; Binding Effect. Neither this This Agreement nor any and all terms and provisions hereof shall be binding upon and inure to the benefit of the rights, interests or obligations hereunder shall be assigned by any successors and assigns of the parties hereto (whether by operation hereto, but no assignment of law this Agreement, or otherwise) any rights or obligations arising under it may be effected without the prior written consent of the other parties. Subject party, such consent not 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 assignsunreasonably withheld.