Assignment; Successors and Assigns; No Third Party Rights. Except as otherwise provided herein, this Agreement may not, without the prior written consent of the other parties hereto, be assigned by any party hereto by operation of law or otherwise, and any attempted assignment shall be null and void; provided that, without the consent of any other parties hereto, each Investor may assign its rights hereunder to one or more Affiliates of such Investor. Notwithstanding the foregoing, no such assignment under the prior sentence shall relieve the assignor Investor of any of its obligations hereunder that shall have not been performed timely by the assignee. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors, permitted assigns and legal representatives. Notwithstanding the foregoing or anything to the contrary, WCAS shall not assign any of its rights hereunder to Welsh, Carson, Xxxxxxxx & Xxxxx IX, L.P. Except as set forth in Section 8.2, this Agreement shall be for the sole benefit of the parties to this Agreement and their respective heirs, successors, permitted assigns and legal representatives and is not intended, nor shall be construed, to give any Person, other than the parties hereto and their respective heirs, successors, permitted assigns and legal representatives, any legal or equitable right, remedy or claim hereunder. Nothing in this Agreement, expressed or implied, is intended to or shall constitute the parties hereto partners or participants in a joint venture.
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Samples: Securities Purchase Agreement (Universal American Financial Corp), Securities Purchase Agreement (Welsh Carson Anderson & Stowe Ix Lp), Securities Purchase Agreement (Perry Corp)
Assignment; Successors and Assigns; No Third Party Rights. Except as otherwise provided herein, this Agreement may not, without the prior written consent of the other parties hereto, be assigned by any party hereto by operation of law or otherwise, and any attempted assignment shall be null and void; provided that, without the consent of any other parties hereto, each Investor may assign its rights hereunder to one or more Affiliates of such Investor. Notwithstanding the foregoing, no such assignment under the prior sentence shall relieve the assignor Investor of any of its obligations hereunder that shall have not been performed timely by the assignee. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors, permitted assigns and legal representatives. Notwithstanding the foregoing or anything to the contrary, WCAS shall not assign any of its rights hereunder to Welsh, Carson, Xxxxxxxx Anderson & Xxxxx Stowe IX, L.P. Except as set forth in Section 8.2, this Agreement shall be Agxxxxxxx shaxx xx for the sole benefit of the parties to this Agreement and their respective heirs, successors, permitted assigns and legal representatives and is not intended, nor shall be construed, to give any Person, other than the parties hereto and their respective heirs, successors, permitted assigns and legal representatives, any legal or equitable right, remedy or claim hereunder. Nothing in this Agreement, expressed or implied, is intended to or shall constitute the parties hereto partners or participants in a joint venture.
Appears in 1 contract
Samples: Securities Purchase Agreement (Capital Z Financial Services Fund Ii Lp)
Assignment; Successors and Assigns; No Third Party Rights. Except as otherwise provided herein, this This Agreement may not, not be assigned by any party hereto without the prior written consent of the all other parties hereto, be assigned by any party hereto by operation of law or otherwise, and any attempted assignment shall be null and void; , provided that, the Purchaser may assign all or part of its rights under this Agreement to any Affiliate of the Purchaser or any purchaser of either the Purchaser or its business without the consent of any other parties hereto, each Investor may assign its rights hereunder to one or more Affiliates of such Investor. Notwithstanding the foregoing, no provided that any such assignment under shall not release the prior sentence shall relieve the assignor Investor of Purchaser from any of its obligations hereunder that under this Agreement, including Purchaser’s obligation to provide the Equity Consideration (which shall have not been performed timely be Purchaser Common Stock) to the Sellers, except to the extent expressly agreed by the assigneeSellers in writing. Subject to the foregoing, this This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors, permitted assigns and legal representatives. Notwithstanding the foregoing or anything to the contrary, WCAS shall not assign any of its rights hereunder to Welsh, Carson, Xxxxxxxx & Xxxxx IX, L.P. Except as set forth in Section 8.2, this This Agreement shall be for the sole benefit of the parties to this Agreement and their respective heirs, successors, permitted assigns and legal representatives and is not intended, nor shall be construed, to give any Person, other than the parties hereto and their respective heirs, successors, permitted assigns and legal representatives, any legal or equitable right, remedy or claim hereunder. Nothing in this Agreement; provided, expressed or impliedhowever, is intended to or that Article IX shall constitute also be for the parties hereto partners or participants in a joint venturebenefit of the Purchaser Indemnified Parties and the Seller Indemnified Parties.
Appears in 1 contract
Samples: Stock Purchase Agreement (Cambium Learning Group, Inc.)
Assignment; Successors and Assigns; No Third Party Rights. Except as otherwise provided herein, this Agreement may not, without the prior written consent of the other parties heretoParties, be assigned by any party hereto by operation of law Law or otherwise, and any attempted assignment shall be null and void; provided thatprovided, without the consent of any other parties hereto, each Investor that Buyer may assign its rights hereunder to one or more Affiliates of such Investor. Notwithstanding the foregoing, no such assignment and obligations under the prior sentence shall relieve the assignor Investor of this Agreement and any of its the provisions hereof to a Subsidiary of Buyer that is, directly or indirectly, wholly-owned by Buyer, so long as, notwithstanding any such assignment, Buyer remains primarily responsible for all of the obligations hereunder that shall have not been performed timely by the assigneeof Buyer under this Agreement. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the parties hereto Parties and their respective heirs, successors, permitted assigns and legal representatives. Notwithstanding the foregoing or anything to the contrary, WCAS shall not assign any of its rights hereunder to Welsh, Carson, Xxxxxxxx & Xxxxx IX, L.P. Except as set forth in Section 8.2Sections 1.1, 6.9, 10.14 and 10.15 hereof, this Agreement shall be for the sole benefit of the parties to this Agreement Parties and their respective heirs, successors, permitted assigns and legal representatives and is not intended, nor shall be construed, to give any Person, other than the parties hereto Parties and their respective heirs, successors, permitted assigns and legal representatives, any legal or equitable right, remedy or claim hereunder. Nothing Except as otherwise expressly provided herein, nothing expressed or referred to in this Agreement will be construed to give any Person other than the Parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement 968037.12 or any provision of this Agreement; provided that the Financing Source Parties are intended third-party beneficiaries of, expressed or impliedand may enforce, is intended to or shall constitute the parties hereto partners or participants in a joint ventureSections 10.5, 10.13, 10.14, 10.16 and 10.18.
Appears in 1 contract