Common use of Assignment; Binding Effect Clause in Contracts

Assignment; Binding Effect. The Parties may not assign any of their respective rights under this Agreement in whole or in part without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures to the benefit of the Parties and their successors and permitted assigns.

Appears in 14 contracts

Samples: Administrative Services Agreement (OceanPal Inc.), Administrative Services Agreement (OceanPal Inc.), Administrative Services Agreement (OceanPal Inc.)

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Assignment; Binding Effect. The Parties No party may not assign any of their respective rights under this Agreement in whole or in part any right, interest or obligation hereunder without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other PartyParties. This Agreement is binding upon and upon, inures to the benefit of and is enforceable by the Parties parties hereto and their respective successors and permitted assigns.

Appears in 14 contracts

Samples: Contribution and Exchange Agreement (Icahn Enterprises Holdings L.P.), Contribution and Exchange Agreement (Icahn Enterprises L.P.), Contribution and Exchange Agreement (Icahn Enterprises L.P.)

Assignment; Binding Effect. The Parties This Agreement, all the rights, interest or obligation hereunder may not assign any of their respective rights under this Agreement in whole or in part without be assigned by the other party with the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparty. This Agreement is binding upon and upon, inures to the benefit of and is enforceable by the Parties parties hereto and their respective permitted successors and permitted assigns.

Appears in 11 contracts

Samples: Loan Agreement (Phone1globalwide Inc), Loan Agreement (Phone1globalwide Inc), Loan Agreement (Phone1globalwide Inc)

Assignment; Binding Effect. The Parties No party may not assign either this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder without the prior written consent approval of the other Partyparties. Subject to the preceding sentence, which consent may this Agreement shall be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns.

Appears in 8 contracts

Samples: Merger Agreement (Southern California Bancorp \ CA), Merger Agreement (California BanCorp), Merger Agreement (Southern California Bancorp \ CA)

Assignment; Binding Effect. The Parties Neither party hereto may not assign or delegate this Agreement or any of their respective its rights under this Agreement in whole or in part and obligations hereunder without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparty to this Agreement. This Agreement is shall be binding upon and inures inure to the benefit of the Parties Employer and the Executive and their respective heirs, legal representatives, executors, administrators, successors and permitted assigns.

Appears in 8 contracts

Samples: Employment Agreement (Avenue Financial Holdings, Inc.), Employment Agreement (Avenue Financial Holdings, Inc.), Employment Agreement (Avenue Financial Holdings, Inc.)

Assignment; Binding Effect. The Parties No Party may not assign either this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder without the prior written consent approval of the other Party, which consent may and any such assignment by a Party without prior written approval of the other Party will be withheld in the sole discretion of deemed invalid and not binding on such other Party. This All of the terms, agreements, covenants, representations, warranties and conditions of this Agreement is are binding upon and inures upon, inure to the benefit of and are enforceable by, the Parties and their respective successors and permitted assigns.

Appears in 7 contracts

Samples: Contribution Agreement (Mammoth Energy Partners LP), Contribution Agreement (Mammoth Energy Partners LP), Contribution Agreement (Diamondback Energy, Inc.)

Assignment; Binding Effect. The Parties This Agreement may not assign any of their respective rights under this Agreement in whole or in part be assigned by either party without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparty. This Agreement is shall be binding upon and inures inure to the benefit of the Parties parties and their respective successors and permitted assigns.

Appears in 7 contracts

Samples: Merger Agreement (Wherify Wireless Inc), Merger Agreement (Adcare Health Systems Inc), Merger Agreement (Hispanic Television Network Inc)

Assignment; Binding Effect. The Parties may not assign Neither this Agreement nor any of their respective the rights under this Agreement in whole or in part obligations hereunder may be assigned by any party without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparty. This Agreement is binding upon and inures to the benefit of the Parties Executive and Company and their respective heirs, personal representatives and permitted successors and permitted assigns.

Appears in 6 contracts

Samples: Executive Employment Agreement (Xto Energy Inc), Agreement for Grant (Xto Energy Inc), Agreement for Grant of Performance Shares (Xto Energy Inc)

Assignment; Binding Effect. The Parties This Agreement may not assign be assigned by any of their respective rights under this Agreement Party, in whole or in part part, without the prior written consent of the other Party, which consent may be withheld in the sole discretion Parties. No assignment hereunder by any Party shall relieve such Party of such other Partyany obligations and responsibilities hereunder. This Agreement is shall be binding upon and inures inure to the benefit of the Parties and and, to the extent permitted by this Agreement, their successors successors, legal representatives and permitted assigns.

Appears in 6 contracts

Samples: Contribution, Conveyance and Assumption Agreement (Howard Midstream Partners, LP), Contribution, Conveyance and Assumption Agreement (Howard Midstream Partners, LP), Contribution, Conveyance and Assumption Agreement

Assignment; Binding Effect. The Parties This Agreement may not assign any of their respective rights under this Agreement in whole or in part be assigned by either Party without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyother. This Agreement is binding upon and inures to the benefit of shall bind the Parties hereto and their assigns and successors and permitted assignsin interest.

Appears in 6 contracts

Samples: Services Agreement (Cancer Therapeutics Inc), Services Agreement (Execute Sports Inc), Services Agreement (Cancer Therapeutics Inc)

Assignment; Binding Effect. The Parties No party hereto may not assign this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder (whether by operation of Law or otherwise) without the prior written consent approval of the other Partyparties hereto, which consent and any attempted assignment without such prior written approval shall be void and without legal effect; provided, however, that Merger Sub may assign its rights hereunder to a direct or indirect wholly-owned Subsidiary of Parent. Subject to the preceding sentence, this Agreement shall be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures inure to the benefit of the Parties parties hereto and their respective permitted successors and permitted assigns.

Appears in 5 contracts

Samples: Merger Agreement (Fieldstone Investment Corp), Merger Agreement (Cenveo, Inc), Merger Agreement (Cadmus Communications Corp/New)

Assignment; Binding Effect. The Parties Neither party may not assign any of their respective its rights or obligations under this Agreement in whole or in part without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparty. This Agreement is binding upon and inures to the benefit of the Parties parties who entered into it and their respective successors and permitted assigns. The parties waive the defense of lack of consideration.

Appears in 4 contracts

Samples: Friends Partnership Agreement, Friends Partnership Agreement, Friends Partnership Agreement

Assignment; Binding Effect. The Parties may not No party shall have the right to assign any of their respective its rights or obligations under this Agreement in whole or in part without the prior written consent of the other Party, which consent may parties. The terms hereof shall be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures shall inure to the benefit of the Parties and parties hereto, their successors successors, transferees and permitted assigns.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Umh Properties, Inc.), Asset Purchase Agreement (Sun Communities Inc), Asset Purchase Agreement (Sun Communities Inc)

Assignment; Binding Effect. The Parties No party may not assign either this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder without the prior written consent approval of the other Partyparty, which consent may and any such assignment by a party without prior written approval of the other party will be withheld in the sole discretion of deemed invalid and not binding on such other Partyparty. This All of the terms, agreements, covenants, representations, warranties and conditions of this Agreement is are binding upon upon, and inures inure to the benefit of and are enforceable by, the Parties parties and their respective successors and permitted assigns.

Appears in 4 contracts

Samples: Lock Up and Leak Out Agreement (VDA GROUP S.p.A.), Shareholders Agreement (Wu Bruno Zheng), Shareholder Agreement (Ideanomics, Inc.)

Assignment; Binding Effect. The Parties No Party may not assign either this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder without the prior written consent approval of the other PartyParties, which consent may and any such assignment by a Party without prior written approval of the other Parties will be withheld in the sole discretion of deemed invalid and not binding on such other Party. This All of the terms, agreements, covenants, representations, warranties and conditions of this Agreement is are binding upon and inures upon, inure to the benefit of and are enforceable by, the Parties and their respective successors and permitted assigns.

Appears in 4 contracts

Samples: Contribution Agreement (Mammoth Energy Services, Inc.), Contribution Agreement (Mammoth Energy Services, Inc.), Contribution Agreement (Mammoth Energy Services, Inc.)

Assignment; Binding Effect. The Parties No party may not assign this Agreement or any right or interest, or delegate any of their respective rights under this Agreement in whole its duties or in part obligations, hereunder without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparties hereto. This Agreement is binding upon upon, and inures shall inure to the benefit of and is enforceable by, the Parties parties hereto and their successors respective successors, permitted assigns and permitted assignspersonal representatives.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (RCS Capital Corp), Contribution and Exchange Agreement (RCS Capital Corp), Contribution Agreement (American Realty Capital Trust III, Inc.)

Assignment; Binding Effect. The Parties This Agreement may not assign any of their respective rights under this Agreement in whole or in part be assigned by either party without the prior written consent of the other Party, which consent may party. The provisions of this Agreement shall be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns.

Appears in 4 contracts

Samples: Subscription Agreement (Blackhawk Capital Group BDC Inc), Subscription Agreement (Blackhawk Capital Group BDC Inc), Subscription Agreement (Blackhawk Capital Group BDC Inc)

Assignment; Binding Effect. The Parties This Agreement may not assign any of their respective rights under this Agreement in whole or in part be assigned by either party without the prior written consent of the other Partyparty. Subject to the foregoing, which consent may this Agreement will be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures shall inure to the benefit of the Parties parties hereto and their permitted successors and permitted assigns.

Appears in 3 contracts

Samples: Contribution Agreement (Healthstream Inc), Contribution Agreement (Healthstream Inc), Contribution Agreement (Healthstream Inc)

Assignment; Binding Effect. The Parties may not assign any Except as otherwise set forth herein, this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns; provided, however, that no party hereto or thereto may assign its respective rights or delegate its respective obligations under this Agreement in whole or in part without the express prior written consent of the other Party, which party hereto or thereto (such consent may not to be unreasonably withheld in the sole discretion of such other Party. This Agreement is binding upon and inures to the benefit of the Parties and their successors and permitted assignsor delayed).

Appears in 3 contracts

Samples: Tax Sharing Agreement (Tronox Inc), Tax Sharing Agreement (Tronox Inc), Tax Sharing Agreement (Kerr McGee Corp /De)

Assignment; Binding Effect. The Parties may This Agreement is not assign assignable (by operation of law or otherwise) by any of their respective rights under this Agreement in whole or in part party without the prior advance written consent approval of the all other Party, which consent may be withheld in the sole discretion of such other Partyparties to this Agreement. This Agreement is shall be binding upon on each party’s assignees and inures successors in interest (by operation of law or otherwise) and inure to the benefit of the Parties each party’s authorized assignees and their successors and permitted assignsin interest.

Appears in 3 contracts

Samples: Loan Agreement (Aerosonic Corp /De/), Loan Agreement (Aerosonic Corp /De/), Loan Agreement (Aerosonic Corp /De/)

Assignment; Binding Effect. The Parties No party may not assign either this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder without the prior written consent approval of the other Partyparty. All of the terms, which consent may be withheld in the sole discretion agreements, covenants, representations, warranties and conditions of such other Party. This this Agreement is are binding upon upon, and inures inure to the benefit of and are enforceable by, the Parties parties and their respective successors and permitted assigns.

Appears in 3 contracts

Samples: Exchange Agreement (Max Re Capital LTD), Exchange Agreement (Max Re Capital LTD), Exchange Agreement (Max Re Capital LTD)

Assignment; Binding Effect. The Parties This Agreement may not assign be assigned by any of their respective rights under this Agreement Party, in whole or in part part, without the prior written consent of the other Party, which consent may be withheld in the sole discretion . No assignment hereunder by any Party shall relieve such Party of such other Partyany obligations and responsibilities hereunder. This Agreement is shall be binding upon and inures inure to the benefit of the Parties and and, to the extent permitted by this Agreement, their successors successors, legal representatives and permitted assigns.

Appears in 3 contracts

Samples: Terminal and Throughput Agreement (CNX Coal Resources LP), Terminal and Throughput Agreement (CNX Coal Resources LP), Contract Agency Agreement (CNX Coal Resources LP)

Assignment; Binding Effect. The Parties No party hereto may not assign this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder (whether by operation of Law or otherwise) without the prior written consent approval of the other Partyparties hereto, which consent may and any attempted assignment without such prior written approval shall be withheld in void and without legal effect. Subject to the sole discretion of such other Party. This preceding sentence, this Agreement is shall be binding upon and inures inure to the benefit of the Parties parties hereto and their respective permitted successors and permitted assigns.

Appears in 3 contracts

Samples: Merger Agreement (Johnson Controls Inc), Merger Agreement (MEDecision, Inc.), Merger Agreement (York International Corp /De/)

Assignment; Binding Effect. The Parties No party may not assign this Agreement or any right or interest, or delegate any of their respective rights under this Agreement in whole its duties or in part obligations, hereunder without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparties hereto. This Agreement is binding upon upon, and inures shall inure to the benefit of and is enforceable by, the Parties parties hereto and their successors respective successors, assigns and permitted assignspersonal representatives.

Appears in 3 contracts

Samples: Contribution Agreement (Fifth Street Asset Management Inc.), Contribution Agreement (Fifth Street Asset Management Inc.), Contribution Agreement (Fifth Street Asset Management Inc.)

Assignment; Binding Effect. The Parties Neither party may not assign any of their respective its rights or obligations under this Agreement in whole or in part without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparty. This Agreement is shall be binding upon and inures inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. The parties waive the defense of lack of consideration.

Appears in 3 contracts

Samples: Net Benefits Agreement, Friends Group Agreement, Friends Group Agreement

Assignment; Binding Effect. The Parties may not assign any of their respective rights under Neither this Agreement in whole nor any right, interest or in part obligation hereunder may be assigned by any Party without the prior written consent of the other Party, which consent may and any attempt to do so will be withheld in the sole discretion void, except for assignments and transfers by operation of such other PartyLaw. This Agreement is binding upon and upon, inures to the benefit of and is enforceable by the Parties and their respective successors and permitted assigns.

Appears in 3 contracts

Samples: Contribution Agreement (NextEra Energy Partners, LP), Transition Services Agreement (Talen Energy Holdings, Inc.), Transition Services Agreement (Talen Energy Holdings, Inc.)

Assignment; Binding Effect. The Parties No party may not assign either this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder without the prior written consent approval of the other Partyparties. Subject to the preceding sentence, which consent may this Agreement shall be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns.. ​ ​

Appears in 2 contracts

Samples: Merger Agreement (First Foundation Inc.), Merger Agreement (First Foundation Inc.)

Assignment; Binding Effect. The Parties may not assign any of their respective rights under Neither this Agreement in whole nor any right, interest or in part obligation hereunder may be assigned by either Party, whether by merger, change of control, operation of law or otherwise without the prior written consent of the other Party; provided, which however, that no consent may shall be withheld required in the sole discretion event an assignee is an Affiliate of such other Partythe assignor. This Agreement is binding upon and upon, inures to the benefit of and is enforceable by the Parties and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Option Agreement (HNR Acquisition Corp.), Option Agreement (HNR Acquisition Corp.)

Assignment; Binding Effect. The Parties This Agreement and the obligations hereunder may not assign any of their respective rights under this Agreement in whole or in part be assigned either party without the prior express written consent of the other Partyparty, which consent may be withheld in the sole discretion of such other Partyits discretion. This Agreement is shall be binding upon and inures shall inure to the benefit of the Parties parties hereto and their permitted assigns and successors and permitted assignsin title or interest.

Appears in 2 contracts

Samples: Sale of Franchise Interest Agreement (Bhit Inc), Sale of Franchise Interest Agreement (Arrowhead Holdings Corp)

Assignment; Binding Effect. The Parties No Party may not assign either this Agreement or any of their respective rights under its rights, interests or obligations hereunder except in strict compliance with the terms set forth in this Agreement, and any assignment by a Party other than in strict compliance with the terms set forth in this Agreement in whole or in part without the prior written consent will be deemed invalid and not binding on such other Parties. All of the other Partyterms, which consent may be withheld in the sole discretion agreements, covenants, representations, warranties and conditions of such other Party. This this Agreement is are binding upon upon, and inures inure to the benefit of and are enforceable by, the Parties and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Gevo, Inc.), Limited Liability Company Agreement (Gevo, Inc.)

Assignment; Binding Effect. The Parties may not assign any of their respective rights under Neither this Agreement in whole nor any right, interest or in part obligation hereunder may be assigned by any party hereto without the prior written consent of the other Partyparty hereto, which consent may be withheld other than to an Affiliate or to a successor in the sole discretion interest of such party by reason of a merger, acquisition or sale of all or substantially all of the assets of such party with a guarantee of performance by the assigning party, and any attempt to do so, other Partythan as permitted above, will be void. This Agreement is binding upon and upon, inures to the benefit of and is enforceable by the Parties parties hereto and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Asset Purchase Agreement (PediatRx Inc.), Asset Purchase Agreement (Striker Energy Corp)

Assignment; Binding Effect. The This Agreement shall be binding upon and inure to the benefit of the Parties may not assign any of and their respective rights under successors and assigns; provided, however, that neither party may assign this Agreement in whole or in part without the prior written consent of the other Partyparty hereto, which consent except that either party may be withheld in the sole discretion of assign its rights and obligations under this Agreement to an Affiliate without such other Party. This Agreement is binding upon and inures to the benefit of the Parties and their successors and permitted assignsconsent.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Opko Health, Inc.), Asset Purchase Agreement (Opko Health, Inc.)

Assignment; Binding Effect. The Parties This Agreement may not assign any of their respective rights under this Agreement be assigned in whole or in part by either party without the prior express written consent of the other Party, which consent may party. The provisions of this Agreement shall be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Memorandum of Agreement, Memorandum of Agreement

Assignment; Binding Effect. The Parties No party may not assign either this Agreement or any of their respective rights under this Agreement in whole its rights, interests, or in part obligations hereunder without the prior written consent approval of the other Partyparty. Subject to the preceding sentences, which consent may this Agreement shall be withheld in the sole discretion of such other Party. This Agreement is binding upon upon, and inures shall inure to the benefit of of, and shall be enforceable by the Parties parties hereto and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Shareholder Agreements (Steel Partners Holdings L.P.), Shareholder Agreements (DGT Holdings Corp.)

Assignment; Binding Effect. The Parties may not assign any of their respective rights under this Agreement in whole or in part without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Party. This Agreement is shall be binding upon and inures inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No party may assign either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other party hereto.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Global Tech Industries Group, Inc.), Membership Interest Purchase Agreement (Global Tech Industries Group, Inc.)

Assignment; Binding Effect. The Parties No party may not assign either this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder without the prior written consent approval of the other Partyparties. All of the terms, which consent may be withheld in the sole discretion agreements, covenants, representations, warranties and conditions of such other Party. This this Agreement is are binding upon upon, and inures inure to the benefit of and are enforceable by, the Parties parties and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Registration Rights Agreement (Satelites Mexicanos Sa De Cv), Merger Agreement (Venturi Partners Inc)

Assignment; Binding Effect. The Parties may not Neither party shall assign any of their its respective rights under this Agreement in whole rights, interests or in part obligations hereunder without the prior written consent of the other Partyparty, which consent may be granted or withheld in the sole discretion of such other Partyparty's sole discretion. This Subject to the preceding sentence, this Agreement is shall be binding upon and inures inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. Nothing in this Agreement, express 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.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Encap Investments LLC), Stock Purchase Agreement (Encap Investments LLC)

Assignment; Binding Effect. The Parties No party may not assign either this Agreement or any of their respective rights under this Agreement in whole its rights, interests, remedies, liabilities or in part obligations hereunder (i) without the prior written consent approval of the other Partyparties or (ii) except in accordance with the express provisions of this Agreement. All of the terms, which consent may be withheld in the sole discretion agreements, covenants, representations, warranties and conditions of such other Party. This this Agreement is are binding upon upon, and inures inure to the benefit of and are enforceable by, the Parties and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Registration Rights Agreement (Chicago Atlantic Real Estate Finance, Inc.), Registration Rights Agreement (AFC Gamma, Inc.)

Assignment; Binding Effect. The Parties No Party may not assign this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder without the prior written consent of the other Party, which shall not be unreasonably withheld, and any purported assignment by a Party without prior written consent may of the other Party will be withheld in the sole discretion of null and void and not binding on such other Party. This Subject to the preceding sentence, all of the terms, agreements, covenants, representations, warranties and obligations of this Agreement is are binding upon upon, and inures inure to the benefit of and are enforceable by, the Parties and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Mutual Non Disclosure Agreement, Mutual Non Disclosure Agreement

Assignment; Binding Effect. The This Agreement and all of the provisions hereof will be binding upon and inure to the benefit of the Parties may not assign and their respective successors and permitted assigns, but neither this Agreement nor any of their respective rights under this Agreement in whole the rights, interests, or in part obligations hereunder may be assigned or delegated by any Party without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures to the benefit of the Parties and their successors and permitted assigns.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Clearway Energy, Inc.), Membership Interest Purchase Agreement (Clearway Energy LLC)

Assignment; Binding Effect. The Parties No party may not assign any of their respective its or his rights or delegate any of its or his duties under this Agreement in whole or in part without the prior written consent of the other Partyothers and any attempted assignment in violation of this provision shall be void. Subject to the foregoing limitations, which consent may this Agreement shall be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures inure to the benefit of the Parties and their successors successors-in-interest and permitted assignsassigns of the parties hereto.

Appears in 2 contracts

Samples: Services Agreement (Apria Healthcare Group Inc), Employment Agreement (Ahny-Iv LLC)

Assignment; Binding Effect. The This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. No Party may not assign this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder without the express prior written consent of the other Party, which and any attempted assignment without such consent may shall be withheld in the sole discretion of such other Party. This Agreement is binding upon null and inures to the benefit of the Parties and their successors and permitted assignsvoid ab initio.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Kinetik Holdings Inc.), Membership Interest Purchase Agreement (Delek Logistics Partners, LP)

Assignment; Binding Effect. The Parties No party may not assign either this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder without the prior written consent approval of the other Partyparties provided, which however, that without the consent may be withheld in of any other party hereto the sole discretion rights of such a Holder hereunder are assignable to any other PartyHolder. This All of the terms, agreements, covenants, representations, warranties and conditions of this Agreement is are binding upon upon, and inures inure to the benefit of and are enforceable by, the Parties parties and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Registration Rights Agreement (Satelites Mexicanos Sa De Cv), Registration Rights Agreement (Satelites Mexicanos Sa De Cv)

Assignment; Binding Effect. The provisions of this Agreement shall be binding upon and inure to the benefit of the Parties may not assign any of and their respective rights under successors and permitted assigns. No assignment of this Agreement in whole or in part of any rights or obligations hereunder may be made by any Party, whether by operation of law or otherwise, without the prior written consent of the other PartyParties and any attempted assignment without the required consent shall be void. For purposes hereof, which consent may be withheld any “Change of Control” (as defined in the sole discretion LLC Agreement) of a Party shall be deemed to constitute an assignment by such other Party. This Agreement is binding upon and inures to the benefit Party of the Parties and their successors and permitted assignsthis Agreement.

Appears in 2 contracts

Samples: Joint Venture Agreement (Huneeus Vintners LLC), Joint Venture Agreement (Constellation Brands, Inc.)

Assignment; Binding Effect. The Parties No party may not assign any of their respective rights under this Agreement in whole or in part without the prior written consent of all of the other Party, which consent may be withheld in the sole discretion of such other Partyparty. This Agreement is shall be binding upon upon, and inures inure to the benefit of of, the Parties parties and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Subscription Agreement (Translink Management Development Corp)

Assignment; Binding Effect. The Parties No Party may not assign this Agreement or any of their respective rights under this Agreement in whole its rights, interests, or in part obligations hereunder without the prior written consent of the other Party, which shall not be unreasonably withheld, and any purported assignment by a Party without prior written consent may of the other Party will be withheld in the sole discretion of null and void and not binding on such other Party. This Subject to the preceding sentence, all of the terms, agreements, covenants, representations, warranties, and obligations of this Agreement is are binding upon upon, and inures inure to the benefit of and are enforceable by, the Parties and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Mutual Non Disclosure Agreement

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Assignment; Binding Effect. The Parties may not assign any of their respective rights under this Agreement in whole or in part Any party without the prior written consent -------------------------- of the other Party, which consent party hereunder may be withheld in assign neither this Agreement nor any of the sole discretion of such other Partyrights or obligations. This Agreement is binding upon and inures to the benefit of the Parties Executive and Company and their respective heirs, personal representatives and permitted successors and permitted assigns.

Appears in 1 contract

Samples: Agreement for Grant of Performance Shares (Xto Energy Inc)

Assignment; Binding Effect. The Parties Neither party may not assign this Agreement, or any of their respective rights under this Agreement in whole or in part hereof, without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparty. This Agreement is binding upon and inures to is for the benefit of the Parties parties, and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Services Agreement

Assignment; Binding Effect. The Parties This Agreement and all rights, interests or obligations hereunder may not assign be assigned by any of their respective rights under this Agreement in whole or in part without party hereto with the prior written consent of the other Partyparty hereto. Subject to the preceding sentence, which consent may be withheld in the sole discretion of such other Party. This this Agreement is binding upon and upon, inures to the benefit of and is enforceable by the Parties parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Loan Agreement (CDC Software CORP)

Assignment; Binding Effect. The Parties 8.1 No Party may not assign assign, transfer, pledge or make any of their respective rights under this Agreement other disposition, whether in whole or in part part, of this Agreement or any of such Party’s rights or obligations hereunder, in each case, without the prior written consent of the all other Party, which consent may be withheld in the sole discretion of such other Party. Parties. 8.2 This Agreement is shall be binding upon and inures inure to the benefit of the Parties and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Cooperation Agreement

Assignment; Binding Effect. The Parties may not No Party shall assign this Agreement or any of their respective its rights under this Agreement or obligations hereunder, in whole or in part part, without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other PartyParties hereto. This Agreement is shall be binding upon upon, and inures shall inure to the benefit of of, the Parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Coal Supply Agreement (Bowie Resource Partners LP)

Assignment; Binding Effect. The Parties This Agreement may not assign any of their respective rights under this Agreement be assigned or delegated, in whole or in part part, by any party hereto without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparty hereto. This Agreement is shall be binding upon and inures inure to the benefit of the Parties parties hereto and their respective heirs, legal representatives, successors and permitted assigns.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Aerocentury Corp)

Assignment; Binding Effect. The Parties No party hereto may not transfer, sell, encumber, appoint agents with respect to, or assign any of their respective its rights or obligations under this Agreement in whole or in part without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such party to this Agreement. Without limiting any other Party. This Agreement is binding upon and inures to the benefit rights or remedies of the Parties parties, any assignment by a party in violation of the foregoing shall be of no force and their successors effect and permitted assignsvoid ab initio.

Appears in 1 contract

Samples: Warrant Purchase Agreement (Motorcar Parts America Inc)

Assignment; Binding Effect. The Parties may not No party shall be entitled to assign any of their respective its rights or obligations under this Agreement in whole or in part without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparties hereto. This Agreement is will be binding upon and inures inure to the benefit of the Parties parties hereto, and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Interest Holders Agreement (Huntsman Petrochemical Finance Co)

Assignment; Binding Effect. The Parties No party may not assign any of their respective rights under this Agreement in whole or in part without the prior written consent of the other Partyany right, which consent may be withheld in the sole discretion of such other Partyinterest or obligation hereunder. This Agreement is binding upon and upon, inures to the benefit of and is enforceable by the Parties parties hereto and their successors respective successors, permitted assigns and permitted assignspersonal representatives.

Appears in 1 contract

Samples: Contribution and Exchange Agreement (American Real Estate Partners L P)

Assignment; Binding Effect. The Parties Neither party may not assign this Agreement, or any of their respective rights under this Agreement in whole or in part hereof, without the prior written consent of the other Partyparty; provided, which consent however that this Agreement may be withheld in assigned to any entity that either controls or is under common control with, or buys substantially all of the sole discretion assets of such a party, without obtaining the prior written consent of the other Partyparty. This Agreement is shall be binding upon and inures inure to the benefit of the Parties parties and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Loan Agreement

Assignment; Binding Effect. The Parties No party may not assign either this Agreement or any of their respective rights under this Agreement in whole its rights, interests or in part obligations hereunder without the prior written consent approval of the other Partyparties. Subject to the preceding sentence, which consent may this Agreement shall be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns.. ​

Appears in 1 contract

Samples: Merger Agreement (First Foundation Inc.)

Assignment; Binding Effect. The Parties may not assign any of their respective rights under Neither this Agreement in whole nor any right, interest or in part obligation hereunder may be assigned by any Party without the prior written consent of the other Party, which consent may and any attempt to do so will be withheld in void, except for assignments and transfers by operation of Law. Subject to the sole discretion of such other Party. This preceding sentence, this Agreement is binding upon and upon, inures to the benefit of and is enforceable by the Parties and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Atlantic Power Corp)

Assignment; Binding Effect. The Parties No party to this Agreement may not assign any of their respective its rights or delegate its obligations under this Agreement in whole or in part without the prior express written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparties hereto. This Agreement is shall be binding upon and inures shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Receivables Loan Agreement, Sale and Contribution Agreement, Custody Agreement (Hilton Grand Vacations Inc.)

Assignment; Binding Effect. The Parties No party may not assign any of their respective rights under this Agreement in whole or in part without the prior written consent of other party, except to a successor of substantially the other Party, which consent may entire business of the assigning party. Any assignment in violation of this provision shall be withheld in the sole discretion of such other Partyno force or effect. This The terms of this Agreement is shall be binding upon and inures inure to the benefit of and be enforceable by the Parties and parties, their successors and permitted assigns.

Appears in 1 contract

Samples: Master Cause Related Marketing Agreement

Assignment; Binding Effect. The Parties Neither Party may not assign any of their respective its rights or obligations under this Agreement in whole or in part without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Party. This Agreement is shall be binding upon and inures inure to the benefit of the Parties hereto and their respective successors and permitted assigns. The Parties waive the defense of lack of consideration.

Appears in 1 contract

Samples: Philanthropic Support Agreement

Assignment; Binding Effect. The Parties may not assign any of This Agreement shall bind to, and inure to the benefit of, the parties hereto and their respective rights under this Agreement in whole or in part successors and assigns, but shall not be assignable by any party hereto without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures to the benefit of the Parties and their successors and permitted assignsparty hereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (Caminus Corp)

Assignment; Binding Effect. The Parties may not assign Neither this Agreement nor any of their respective the -------------------------- rights under this Agreement in whole or in part obligations hereunder may be assigned by any party without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparty. This Agreement is binding upon and inures to the benefit of the Parties Executive and Company and their respective heirs, personal representatives and permitted successors and permitted assigns.

Appears in 1 contract

Samples: Agreement for Grant of Performance Shares (Xto Energy Inc)

Assignment; Binding Effect. The Parties may not assign any of their respective rights under Neither this Agreement in whole nor any right, interest or in part obligation hereunder may be assigned by any Party hereto without the prior written consent of the other PartyParty hereto, which consent may and any attempt to do so, other than as permitted above, will be withheld in the sole discretion of such other Partyvoid. This Agreement is binding upon and upon, inures to the benefit of and is enforceable by the Parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Asset Purchase Agreement (Aaipharma Inc)

Assignment; Binding Effect. The Parties may not assign any of their respective rights under Neither this Agreement in whole nor any right, interest or in part obligation hereunder may be assigned by either Party without the prior written consent of the other Party, which consent may shall not be unreasonably withheld in the sole discretion of such other Partyor delayed, and any attempt to do so will be void. This Agreement is binding upon and upon, inures to the benefit of and is enforceable by the Parties and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Asset Purchase Agreement (King Pharmaceuticals Inc)

Assignment; Binding Effect. The Parties Neither Party may not assign any of this Agreement or their respective rights under this Agreement in whole or in part obligations hereunder without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other PartyParty hereto. This Agreement is shall be binding upon and inures inure to the benefit of the Parties and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Joint Venture Agreement (Global Earth Energy, Inc.)

Assignment; Binding Effect. The Parties No party may not assign this Agreement or any of their respective rights under this Agreement in whole its rights, interests, or in part obligations hereunder without the prior written consent approval of the other Party, which consent may be withheld in the sole discretion of such other Partyparties. This Agreement is shall be binding upon and inures inure to the benefit of the Parties and their respective successors and permitted assignsassigns of Seller and 19th Capital.

Appears in 1 contract

Samples: Membership Interest Redemption Agreement (Celadon Group Inc)

Assignment; Binding Effect. The Parties No party may not assign any of their respective its rights or obligations under this Agreement in whole or in part without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Partyparties hereto. This Agreement is shall be binding upon and inures inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Right of First Refusal and Corporate Opportunities Agreement (Doubloon Corp.)

Assignment; Binding Effect. The Parties may not assign Benefit Neither this Agreement nor any of their respective rights under this Agreement in whole the rights, benefits, or in part obligations hereunder may be assigned by any Party (whether by operation of law or otherwise) without the prior written consent of the other Party. Subject to the preceding sentence, which consent may this Agreement will be withheld in the sole discretion of such other Party. This Agreement is binding upon and inures upon, inure to the benefit of of, and be enforceable by the Parties and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Membership Interest Purchase and Sale Agreement

Assignment; Binding Effect. The Parties No Party may not assign any of their respective rights under this Agreement in whole or in part its obligations, duties or liabilities without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other PartyParties. This Agreement is will be binding upon and inures inure to the benefit of the Parties and Parties, their successors and permitted assigns.

Appears in 1 contract

Samples: Collaboration Agreement

Assignment; Binding Effect. The Parties may A party to this Agreement (whether -------------------------- by operation of law or otherwise) shall not assign any of their respective its rights or delegate its duties, obligations, and responsibilities under this Agreement in whole or in part without the prior advance written consent of notice to the other Partyparty to this Agreement, which consent may and any assignment or delegation without advance written notice to the other party will be withheld in invalid and ineffective against the sole discretion of such other Partynonconsenting party. This Agreement is binding upon on, and inures to the benefit of, any successor or approved assignee of the Parties and their successors and permitted assignsa party to this Agreement.

Appears in 1 contract

Samples: Tax Separation Agreement (Intek Information Inc)

Assignment; Binding Effect. The Parties Neither Party to this Agreement may not assign any of their respective rights its duties or obligations under this Agreement in whole or in part without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Party. This Agreement is shall be binding upon the Parties and inures shall inure to the benefit of the Parties and be binding upon their successors in interest, permitted assigns and permitted assignsany other persons acting by, through, under or in concert with them.

Appears in 1 contract

Samples: Independent Contractor Agreement

Assignment; Binding Effect. The Parties may not assign any of their respective rights under this Agreement in whole or in part without the prior written consent of the other Party, which consent may be withheld in the sole discretion of such other Party. This Agreement is shall be binding upon and inures inure to the benefit of the Parties and their respective successors and permitted assigns. No Party may assign this Agreement or any of its rights, interests, or obligations hereunder without the express prior written consent of the other Parties, and any attempted assignment, without such consent, shall be null and void ab initio.

Appears in 1 contract

Samples: Contribution Agreement (Energy Transfer Partners, L.P.)

Assignment; Binding Effect. The Parties No party may not assign any of their respective rights under this Formation Agreement in whole or in part without the prior written consent of all of the other Party, which consent may be withheld in the sole discretion of such other Partyparties hereto. This Formation Agreement is shall be binding upon upon, and inures inure to the benefit of of, the Parties parties and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Translink Itc Formation Agreement (Translink Management Development Corp)

Assignment; Binding Effect. The Parties No party hereto may not assign either this Agreement or any of their respective rights under this Agreement in whole its or in part his rights, interests or obligations hereunder without the prior written consent approval of the each other Party, which consent may be withheld in the sole discretion of such other Partyparty. This Agreement is binding upon and upon, inures to the benefit of and is enforceable by the Parties parties hereto and their respective successors and permitted assigns.

Appears in 1 contract

Samples: Registration Rights Agreement (Atmos Energy Corp)

Assignment; Binding Effect. The Parties No Party may not assign any of their respective its rights or delegate any of its obligations under this Agreement in whole or in part without (a) the prior written consent of the other PartyParties, which consent may and (b) the complete written assumption by the assignee of all of the obligations of the assignor under this Agreement. All of the terms and provisions of this Agreement will be withheld in the sole discretion of such other Party. This Agreement is binding upon on, and inures will inure to the benefit of of, the Parties and their respective successors and permitted assignsassigns of the Parties.

Appears in 1 contract

Samples: Capital Commitment Agreement (Financial Security Assurance Holdings LTD)

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