Assignment; Certain Specified Third Party Beneficiaries. This Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns; provided, however, that neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Holder to any third party who purchases or is otherwise a permitted transferee of such Registrable Securities from the Holder, unless (i) such transferee shall receive from the transferring Holder at least 100,000 shares of Common Stock, (ii) such transferee of the Registrable Securities that is not a party to this Agreement shall have executed and delivered to the Company a properly completed joinder agreement (“Joinder Agreement”) substantially in the form of Exhibit B, and (iii) the Holder selling the Registrable Securities shall have delivered to the Company written notice of such transfer setting forth the name of such Holder, the name and address of the transferee and the number of Registrable Securities that shall have been so transferred. Notwithstanding the foregoing sentence, this Agreement and the rights, interests and obligations hereunder may be assigned, transferred or delegated by an Holder to any Affiliate of such Holder, provided that any such transferee or assignee assumes the obligations of such Holder hereunder and agrees in writing to be bound by the terms of this Agreement in the same manner as the Holder pursuant to a properly completed Joinder Agreement. This Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the parties hereto, their permitted successors and assigns and any Indemnified Person.
Appears in 2 contracts
Samples: Registration Rights Agreement (Solutia Inc), Registration Rights Agreement (Solutia Inc)
Assignment; Certain Specified Third Party Beneficiaries. This Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns; provided, however, that neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Holder to any third party who purchases or is otherwise a permitted transferee of such Registrable Securities from the Holder, unless (i) such transferee shall receive from the transferring Holder at least 100,000 shares of Common Stock, (ii) such transferee of the Registrable Securities that is not a party to this Agreement shall have executed and delivered to the Secretary of the Company a properly completed joinder agreement (“Joinder Agreement”) substantially in the form of Exhibit BD), and (iiiii) the Holder selling the Registrable Securities shall have delivered to the Secretary of the Company written notice of such transfer setting forth the name of such Holder, the name and address of the transferee and the number of Registrable Securities that shall have been so transferred. Notwithstanding the foregoing sentence; and provided, further, that this Agreement and the rights, interests and obligations hereunder may be assigned, transferred or delegated by an Holder Investor to (x) any Affiliate of such HolderInvestor or (y) any party to the Collars (other than the Company or the Trust) (provided, provided further, that any such transferee or assignee assumes the obligations of such Holder Investor hereunder and agrees in writing to be bound by the terms of this Agreement in the same manner as the Holder Investor pursuant to a properly completed Joinder Agreementagreement substantially in the form of Exhibit D). This Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the parties hereto, their permitted successors and assigns and any Indemnified Person, the Trust and, prior to the effective date of the Amended Plan with respect to the rights and benefits of the Trust, the Future Claimants’ Representative (as defined in the Amended Plan) and Xxxxxx & Xxxxxxxx, Chartered, as counsel to the Official Creditors Committee Representing Holders of Asbestos Claims, each of which is an intended third-party beneficiary hereof.
Appears in 2 contracts
Samples: Registration Rights Agreement (Owens Corning (Reorganized) Inc.), Registration Rights Agreement (Owens Corning)
Assignment; Certain Specified Third Party Beneficiaries. This Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns; provided, however, that neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Holder the Trust to any third party who purchases or is otherwise a permitted transferee of such Registrable Securities from the HolderTrust, unless (i) such transferee shall receive from the transferring Holder at least 100,000 shares of Common Stock, (ii) such transferee of the Registrable Securities that is not a party to this Agreement shall have executed and delivered to the Secretary of the Company a properly completed joinder agreement (“Joinder Agreement”) substantially in the form of Exhibit BC, and (iiiii) the Holder selling the Registrable Securities Trust shall have delivered to the Secretary of the Company written notice of such transfer setting forth the name of such Holderthe Trust, the name and address of the transferee and the number of Registrable Securities that shall have been so transferred. Notwithstanding the foregoing sentence; and provided, further, that this Agreement and the rights, interests and obligations hereunder may be assigned, transferred or delegated by an Holder the Trust to (x) any Affiliate of such Holderthe Trust or (y) any party to the Collars (other than the Company or the Trust) (provided, provided further, that any such transferee or assignee assumes the obligations of such Holder the Trust hereunder and agrees in writing to be bound by the terms of this Agreement in the same manner as the Holder Trust pursuant to a properly completed Joinder Agreementagreement substantially in the form of Exhibit C). This Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the parties hereto, their permitted successors any Indemnified Person and, prior to the effective date of the Amended Plan with respect to the rights, obligations and assigns benefits of the Trust, the Future Claimants’ Representative (as defined in the Amended Plan) and Xxxxxx & Xxxxxxxx, Chartered, as counsel to the Official Creditors Committee Representing Holders of Asbestos Claims, and any Indemnified PersonInvestor, each of which is an intended third party beneficiary hereof.
Appears in 2 contracts
Samples: Registration Rights Agreement (Owens Corning), Registration Rights Agreement (Owens Corning (Reorganized) Inc.)
Assignment; Certain Specified Third Party Beneficiaries. This Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns; provided, however, that neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Holder to any third party who purchases or is otherwise a permitted transferee of such Registrable Securities from the Holder, unless (i) such transferee shall receive from the transferring Holder at least 100,000 shares of Common Stock, (ii) such transferee of the Registrable Securities that is not a party to this Agreement shall have executed and delivered to the Secretary of the Company a properly completed joinder agreement (“Joinder Agreement”) substantially in the form of Exhibit BD, and (iiiii) the Holder selling the Registrable Securities shall have delivered to the Secretary of the Company written notice of such transfer setting forth the name of such Holder, the name and address of the transferee and the number of Registrable Securities that shall have been so transferred. Notwithstanding the foregoing sentence; and provided, further, that this Agreement and the rights, interests and obligations hereunder may be assigned, transferred or delegated by an Holder Investor to (x) any Affiliate of such HolderInvestor or (y) any party to the Collars (other than the Company or the Trust) (provided, provided further, that any such transferee or assignee assumes the obligations of such Holder Investor hereunder and agrees in writing to be bound by the terms of this Agreement in the same manner as the Holder Investor pursuant to a properly completed Joinder Agreement. agreement substantially in the form of Exhibit D. This Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the parties hereto, their permitted successors and assigns and any Indemnified Person, the Trust and, prior to the effective date of the Amended Plan with respect to the rights and benefits of the Trust, the Future Claimants’ Representative (as defined in the Amended Plan) and Xxxxxx & Xxxxxxxx, Chartered, as counsel to the Official Creditors Committee Representing Holders of Asbestos Claims, each of which is an intended third-party beneficiary hereof, and each of which may enforce the terms hereof as if they were a party hereto, to the extent provided above.
Appears in 1 contract
Assignment; Certain Specified Third Party Beneficiaries. This Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns; provided, however, that neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Holder the Trust to any third party who purchases or is otherwise a permitted transferee of such Registrable Securities from the HolderTrust, unless (i) such transferee shall receive from the transferring Holder at least 100,000 shares of Common Stock, (ii) such transferee of the Registrable Securities that is not a party to this Agreement shall have executed and delivered to the Secretary of the Company a properly completed joinder agreement (“Joinder Agreement”) substantially in the form of Exhibit BC, and (iiiii) the Holder selling the Registrable Securities Trust shall have delivered to the Secretary of the Company written notice of such transfer setting forth the name of such Holderthe Trust, the name and address of the transferee and the number of Registrable Securities that shall have been so transferred. Notwithstanding the foregoing sentence; and provided, further, that this Agreement and the rights, interests and obligations hereunder may be assigned, transferred or delegated by an Holder the Trust to (x) any Affiliate of such Holderthe Trust or (y) any party to the Collars (other than the Company or the Trust) (provided, provided further, that any such transferee or assignee assumes the obligations of such Holder the Trust hereunder and agrees in writing to be bound by the terms of this Agreement in the same manner as the Holder Trust pursuant to a properly completed Joinder Agreementagreement substantially in the form of Exhibit C). This Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the parties hereto, their permitted successors any Indemnified Person and, prior to the effective date of the Amended Plan with respect to the rights, obligations and assigns benefits of the Trust, the Future Claimants’ Representative (as defined in the Amended Plan) and Cxxxxx & Dxxxxxxx, Chartered, as counsel to the Official Creditors Committee Representing Holders of Asbestos Claims, and any Indemnified PersonInvestor, each of which is an intended third party beneficiary hereof.
Appears in 1 contract
Samples: Registration Rights Agreement (Owens Corning/Fibreboard Asbestos Personal Injury Trust)
Assignment; Certain Specified Third Party Beneficiaries. This Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns; provided, however, that neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Holder to any third party who purchases or is otherwise a permitted transferee of such Registrable Securities from the Holder, unless (i) such transferee shall receive from the transferring Holder at least 100,000 shares of Common Stock, (ii) such transferee of the Registrable Securities that is not a party to this Agreement shall have executed and delivered to the Secretary of the Company a properly completed joinder agreement (“Joinder Agreement”) substantially in the form of Exhibit BD, and (iiiii) the Holder selling the Registrable Securities shall have delivered to the Secretary of the Company written notice of such transfer setting forth the name of such Holder, the name and address of the transferee and the number of Registrable Securities that shall have been so transferred; provided, however, that such assignment or delegation to a third party shall have occurred within thirty (30) days of the Effective Date of the Initial Registration Statement. Notwithstanding the foregoing sentence, this Agreement and the rights, interests and obligations hereunder may be assigned, transferred or delegated by an Holder Investor to any Affiliate of such HolderInvestor, provided that any such transferee or assignee assumes the obligations of such Holder Investor hereunder and agrees in writing to be bound by the terms of this Agreement in the same manner as the Holder Investor pursuant to a properly completed Joinder Agreement. agreement substantially in the form of Exhibit D. This Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the parties hereto, their permitted successors and assigns and any Indemnified Person.
Appears in 1 contract
Samples: Registration Rights Agreement (Northwest Airlines Corp)