Assignment Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns, provided that the Company may not assign any of its rights or obligations hereunder without the consent of the New Stockholders and provided, further, that no Stockholder may assign any of its rights or obligations hereunder without the prior written consent of the New Stockholders, unless such assignment is in connection with a Transfer explicitly permitted by this Agreement and, prior to such assignment, such assignee complies with the requirements of Section 6.4.
Assignment Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns.
Assignment Generally. Except as otherwise expressly provided in this Section 10, neither Party may directly or indirectly assign its rights and obligations under this Agreement, in whole or in part, by operation of law or otherwise, without the prior written consent of the other Party (such consent not to be unreasonably withheld, conditioned or delayed), and any purported assignment made other than in accordance with this Section 10 shall be null and void ab initio.
Assignment Generally. 14 12.3. Termination.............................................. 14 12.4.
Assignment Generally. Except as expressly provided herein, neither this Agreement nor any interest hereunder shall be assignable, nor any other obligation delegable, by Licensor without the prior written consent of Company (not to be unreasonably withheld or delayed).
Assignment Generally. This Warrant shall be binding upon the Company and its successors and assigns, and shall inure to be the benefit of the Holder and its successors and assigns. Notwithstanding anything to the contrary herein, the rights, interests or obligations of the Company hereunder may not be assigned, by operation of law or otherwise, in whole or in part, by the Company without the prior signed written consent of the Holder, which consent may be withheld at the sole discretion of the Holder (any such assignment or transfer shall be null and void if the Company does not obtain the prior signed written consent of the Holder). This Warrant or any of the severable rights and obligations inuring to the benefit of or to be performed by Holder hereunder may be assigned by Hxxxxx to a third party, in whole or in part, without the need to obtain the Company’s consent thereto.
Assignment Generally. Except as provided in Section 10.2 of this Operating Agreement, each minority shareholder Member hereby covenants and agrees that it will not sell, assign, transfer, mortgage, pledge, encumber, hypothecate or otherwise dispose of all or any part of its interest in the Company to any person, firm, corporation, trust or other entity without first offering in writing to sell such interest to the Company. The Company shall have the right to accept the offer at any time during the thirty (30) days following the date on which the written offer is delivered to the Company. The consent of eighty percent (80%) of the Members shall be required to authorize the exercise of such option by the Company. If the Company shall fail to accept the offer within the thirty (30)-day period, such interest may during the following sixty (60) days be disposed of free of the restrictions imposed by this Operating Agreement; provided, however, that the purchase price for such interest shall not be less and the terms of purchase for such interest shall not be more favorable than the purchase price and terms of purchase that would have been applicable to the Company had the Company purchased the interest; provided further that the purchaser shall first become a Member pursuant to this Operating Agreement; and provided further that any interest not so disposed of within the sixty (60)day period shall thereafter remain subject to the terms of this Operating Agreement. Notwithstanding the preceding sentence, no assignee of a Membership Interest shall become a Member of the Company except upon the unanimous written consent of the non-assigning Members.
Assignment Generally. Each Party hereunder shall be entitled to assign all of its rights and obligations under this Agreement with the prior written consent of the other Party, in each case which consent shall not be unreasonably withheld by the non-assigning Party. No assignment hereunder shall release the assigning Party from any of its obligations under this Agreement except to the extent expressly agreed in writing by each other Party. Any purported assignment of this Agreement in violation of this Section 15.1 is null and void ab initio.
Assignment Generally. Each Party hereunder shall be entitled to assign all of its rights and obligations under this Agreement with the prior written consent of the other Party, in each case which consent shall not be unreasonably withheld by the non-assigning Party; provided that any Buyer Party shall not be obligated to seek the consent of Seller to effect an assignment of its rights and interests under this Agreement in connection with a sale by a given Buyer Party or its Affiliates of any Downstream Facilities, so long as the transferee (a) executes a written assumption of such Buyer Party’s obligations hereunder with respect to the rights or obligations assigned in a form reasonably satisfactory to Seller and delivers such written assumption to Seller promptly after the effective date of such assignment, and (b) is, in Seller’s good faith determination, financially and operationally capable of fulfilling such obligations so assigned and assumed. With respect to any such assignment of a Buyer Party’s rights and interests under this Agreement, the Parties shall execute and deliver additional documents and instruments and perform additional acts as may be necessary or appropriate to give effect to such partial assignment. No assignment hereunder shall release the assigning Party from any of its obligations under this Agreement except to the extent expressly agreed in writing by each other Party. Any purported assignment of this Agreement in violation of this Section 15.1 is null and void ab initio.
Assignment Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the Members hereto and their respective heirs, legal representatives, successors and assigns; provided (i) that no Non-Investor Member may assign any of its rights or obligations hereunder without the consent of GSCP and Kxxxx unless such assignment is in connection with a Transfer explicitly permitted by this Agreement and, prior to such assignment, such assignee complies with the requirements of Section 12.6, (ii) that no Investor Member may assign any of its rights or obligations hereunder without the consent of GSCP (if a Kxxxx Member is the assigning Investor Member) or Kxxxx (if GSCP is the assigning Investor Member), as the case may be, unless such assignment is in connection with a Transfer explicitly permitted by this Agreement, and prior to such assignment, such assignee complies with the requirements of Section 12.6 and (iii) that the rights of GSCP and Kxxxx pursuant to Section 3.7, Section 4.12, Section 12.8 and Section 12.9 may only be assigned as a whole and not in part (and otherwise in accordance with the provisions of clause (ii) of this proviso).
