Common use of Assignment, Merger Sub Clause in Contracts

Assignment, Merger Sub. This Agreement shall not be assigned by operation of law or otherwise, except that Parent and Merger Sub may assign all or any of their rights hereunder to any affiliate provided that no such assignment shall relieve the assigning party of its obligations hereunder.

Appears in 5 contracts

Samples: Agreement and Plan of Reorganization and Merger (E Tek Dynamics Inc), Merger Agreement (National Media Corp), Agreement and Plan of Merger (Cray Research Inc)

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Assignment, Merger Sub. This Agreement shall not be assigned by operation of law or otherwise, except that Parent and Merger Sub may assign all or any of their the rights of Merger Sub hereunder may be assigned to any affiliate direct, wholly-owned Subsidiary of Parent provided that no such assignment shall relieve the assigning party of its obligations hereunder. Parent guarantees the full and punctual performance by Merger Sub of all the obligations hereunder of Merger Sub or any such assignees.

Appears in 5 contracts

Samples: Merger Agreement (U S Long Distance Corp), Merger Agreement (Precis Smart Card Systems Inc), Merger Agreement (Allis Chalmers Corp)

Assignment, Merger Sub. This Agreement shall not be assigned by operation of law or otherwise, except that Parent and Merger Sub may assign all or any of their the rights of Merger Sub hereunder may be assigned to any affiliate direct, wholly-owned subsidiary of Parent provided that no such assignment shall relieve the assigning party of its obligations hereunder. Parent guarantees the full and punctual performance by Merger Sub of all the obligations hereunder of Merger Sub or any such assignees.

Appears in 4 contracts

Samples: Merger Agreement (Tyco International LTD /Ber/), Merger Agreement (Adt Limited), Merger Agreement (Adt Limited)

Assignment, Merger Sub. This Agreement shall not be assigned by operation of law or otherwiseotherwise without the prior written consent of each party hereto, except that Parent and Merger Sub may assign all or any of their rights hereunder to any affiliate provided that no such assignment shall relieve the assigning party of its obligations hereunder.

Appears in 2 contracts

Samples: Tender Offer and Merger Agreement (Dp Acquisition Corp), Merger Agreement (Air Express International Corp /De/)

Assignment, Merger Sub. This Agreement shall not be assigned by operation of law or otherwise, except that Parent and Merger Sub may assign all or any of their its rights hereunder to any affiliate direct or indirect wholly owned subsidiary of Parent, provided that no such assignment shall relieve the assigning party Merger Sub of its obligations hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Superior Telecom Inc), Merger Agreement (Superior Telecom Inc)

Assignment, Merger Sub. This Agreement shall not be assigned by operation of law or otherwise, except that Parent and Merger Sub may assign all or any of their rights hereunder to any affiliate provided that no such assignment shall relieve the assigning party of its obligations hereunder.. Parent guarantees the full and punctual performance by Merger Sub and the Surviving Corporation of all of their respective obligations hereunder. SECTION

Appears in 2 contracts

Samples: Merger Agreement (Megatest Corp), Merger Agreement (Teradyne Inc)

Assignment, Merger Sub. This Agreement shall not be assigned ---------------------- by operation of law or otherwiseotherwise without the prior written consent of Parent and the Company, except that Parent and Merger Sub may assign all or any of their rights hereunder to any affiliate Affiliate of Parent provided that no such assignment shall relieve the assigning party of its obligations hereunder.

Appears in 1 contract

Samples: Merger Agreement (Constellation Brands Inc)

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Assignment, Merger Sub. This Agreement shall not be assigned by operation of law or otherwise, except that Parent and Merger Sub may assign all or any of their the rights of Merger Sub hereunder may be assigned to any affiliate direct, wholly-owned Subsidiary of Parent provided that no such assignment shall relieve the assigning party of its obligations hereunder.

Appears in 1 contract

Samples: Merger Agreement (Standard Funding Corp)

Assignment, Merger Sub. This Agreement shall not be assigned by operation of law or otherwise, except that Parent and Merger Sub may assign all or any of their rights hereunder to any affiliate provided that no such assignment shall relieve the assigning party of its obligations hereunder. Parent guarantees the full and punctual performance by Merger Sub of all of the obligations hereunder of Merger Sub.

Appears in 1 contract

Samples: Merger Agreement (National Media Corp)

Assignment, Merger Sub. This Agreement shall not be assigned by operation of law or otherwise, except that Parent and Merger Sub may assign all or any of their the rights of Merger Sub hereunder may be assigned to any affiliate direct, wholly-owned Subsidiary of Parent provided that no such assignment shall relieve the assigning party Party of its obligations hereunder. Parent guarantees the full and punctual performance by Merger Sub of all the obligations hereunder of Merger Sub or any such assignees.

Appears in 1 contract

Samples: Merger Agreement (Alliance Healthcard Inc)

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