Common use of Assignment; Binding Upon Successors and Assigns Clause in Contracts

Assignment; Binding Upon Successors and Assigns. None of the parties hereto may assign any of its rights or obligations hereunder without the prior written consent of the other party, which consent shall not be unreasonably withheld; provided, however, that: (a) Purchaser may assign its rights under this Agreement (i) to any majority-owned subsidiary of Purchaser, provided that Purchaser guarantees the obligations of such subsidiary hereunder or (ii) to any successor of Purchaser through any merger or consolidation, or purchase of all or substantially all of Purchaser’s stock or all or substantially all of Purchaser’s assets; and (b) Seller may assign their rights under this Agreement to Xxxxxx and the Purchaser Shares may be resold or assigned as provided in Section 2.6(b). This Agreement will be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ocz Technology Group Inc), Asset Purchase Agreement (Ocz Technology Group Inc)

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Assignment; Binding Upon Successors and Assigns. None of the parties hereto may assign any of its rights or obligations hereunder without the prior written consent of the other partyparties, which consent shall not be unreasonably withheld; provided, however, that: (a) that Purchaser may assign its rights under this Agreement (ia) to any majority-owned subsidiary of Purchaser, provided that Purchaser guarantees the obligations of such subsidiary hereunder or (iib) to any successor of Purchaser through any merger or consolidation, or purchase of all or substantially all of Purchaser’s stock or all or substantially all of Purchaser’s assets; and (b) Seller may assign their rights under this Agreement to Xxxxxx and the Purchaser Shares may be resold or assigned as provided in Section 2.6(b). This Agreement will be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Apogee Technology Inc), Indemnification Agreement (Apogee Technology Inc)

Assignment; Binding Upon Successors and Assigns. None Neither of the parties hereto may assign any of its rights or obligations hereunder without the prior written consent of the other party, which consent shall not be unreasonably withheld; provided, however, that: (a) that Purchaser may assign its rights under this Agreement (ia) to any majority-owned subsidiary of Purchaser, provided that Purchaser guarantees the obligations of such subsidiary hereunder or (iib) to any successor of Purchaser through any merger or consolidation, or purchase of all or substantially all of Purchaser’s 's stock or all or substantially all of Purchaser’s 's assets; and (b) Seller may assign their rights under this Agreement to Xxxxxx and the Purchaser Shares may be resold or assigned as provided in Section 2.6(b). This Agreement will be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Comshare Inc), Asset Purchase Agreement (Jda Software Group Inc)

Assignment; Binding Upon Successors and Assigns. None of the parties hereto may assign any of its rights or obligations hereunder (whether by operation of law or otherwise) without the prior written consent of the other party, which consent shall not be unreasonably withheldparties; provided, however, that: (a) that Purchaser may assign its rights under this Agreement (i) to any majority-owned subsidiary Affiliate of Purchaser, provided that Purchaser guarantees the obligations of such subsidiary hereunder Affiliate hereunder, or (ii) to any successor of Purchaser through any merger or consolidation, or purchase of all or substantially all of Purchaser’s stock or all or substantially all of Purchaser’s assets; and (b) Seller may assign their rights under this Agreement to Xxxxxx and the Purchaser Shares may be resold or assigned as provided in Section 2.6(b). This Agreement will be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Appears in 1 contract

Samples: Asset Purchase Agreement (Coolbrands International Inc)

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Assignment; Binding Upon Successors and Assigns. None of the parties No party hereto may assign any of its rights or obligations hereunder without the prior written consent of the other party, which consent shall not be unreasonably withheld; provided, however, that: (a) that Purchaser may assign its rights under this Agreement (ia) to any majority-owned subsidiary of Purchaser, provided that Purchaser guarantees the obligations of such subsidiary hereunder or (iib) to any successor of Purchaser through any merger or consolidation, or purchase of all or substantially all of Purchaser’s 's stock or all or substantially all of Purchaser’s 's assets; and (b) Seller may assign their rights under this Agreement to Xxxxxx and the Purchaser Shares may be resold or assigned as provided in Section 2.6(b). This Agreement will be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Appears in 1 contract

Samples: Asset Purchase Agreement (Jda Software Group Inc)

Assignment; Binding Upon Successors and Assigns. None Neither of the parties hereto may assign any of its rights or obligations hereunder (whether by operation of law or otherwise) without the prior written consent of the other party, which consent shall not be unreasonably withheld; provided, however, that: (a) that Purchaser may assign its rights under this Agreement (i) to any majority-owned subsidiary of Purchaser, provided that Purchaser guarantees the obligations of such subsidiary hereunder hereunder, or (ii) to any successor of Purchaser through any merger or consolidation, or purchase of all or substantially all of Purchaser’s 's stock or all or substantially all of Purchaser’s 's assets; and (b) Seller may assign their rights under this Agreement to Xxxxxx and the Purchaser Shares may be resold or assigned as provided in Section 2.6(b). This Agreement will be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Appears in 1 contract

Samples: Asset Purchase Agreement (Finisar Corp)

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