Common use of Assignment, Successors and No Third Party Rights Clause in Contracts

Assignment, Successors and No Third Party Rights. This Agreement binds and benefits the parties and their respective successors and assigns, except that the Purchaser may not assign any rights under this Agreement, whether by operation of law or otherwise, without the prior written consent of the Seller. No party may delegate any performance of its obligations under this Agreement, except that the Purchaser may at any time (i) delegate the performance of its obligations (other than the obligation to pay the Purchase Price) to any Affiliate of the Purchaser so long as the Purchaser remains fully responsible for the performance of the delegated obligation, or (ii) assign its rights and benefits under this Agreement to (A) a lender or lenders for collateral security purposes, (B) in connection with the sale of all or substantially all of the assets of the Business and (C) to an Affiliate that is a direct or indirect subsidiary of [***] or [***] with the prior written consent of the Seller which shall not be unreasonably withheld. 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 or any provision of this Agreement except such rights as may inure to a successor or permitted assignee under this Section 11.5.

Assignment, Successors and No Third Party Rights. This Agreement binds and benefits the parties Parties and their respective successors and assigns. Seller may assign its rights under this Agreement or the Transaction Documents to an Affiliate. On or following the Initial Closing, except that Purchaser and/or 428928/HOUDMS its Designated Affiliates may assign its rights under this Agreement and any Transaction Document as security to any Person providing finance to Purchaser or its Designated Affiliates in connection with the Purchaser may Contemplated Transactions without the consent of Seller or its Affiliates but not otherwise assign any rights under this AgreementAgreement or the Transaction Documents, whether by operation of law Law or otherwise, without the prior written consent of the Seller. No party Party may delegate any performance of its obligations under this AgreementAgreement or the Transaction Documents, except that the Purchaser either Party may at any time (i) delegate the performance of its obligations (other than the obligation to pay the Purchase Price) to any an Affiliate of the Purchaser so long as the Purchaser such Party and its designee remains fully responsible for the performance of the delegated obligation. Subject to Section 5.8 and Section 5.16, or (ii) assign its rights and benefits under this Agreement to (A) a lender or lenders for collateral security purposes, (B) in connection with the sale of all or substantially all of the assets of the Business and (C) to an Affiliate that is a direct or indirect subsidiary of [***] or [***] with the prior written consent of the Seller which shall not be unreasonably withheld. Nothing nothing expressed or referred to in this Agreement will be construed to give any Person, other than the parties to this AgreementParties, any legal or equitable right, remedy or claim under or with respect to this Agreement or any provision of this Agreement except such rights as may inure to a successor or permitted assignee under this Section 11.5.

Assignment, Successors and No Third Party Rights. This Agreement binds and benefits the parties and their respective successors and assigns, except that the Purchaser may not assign any rights under this Agreement, whether by operation of law or otherwise, without the prior written consent of the Seller. No party may delegate any performance of its obligations under this Agreement, except that the Purchaser may at any time (i) delegate the performance of its obligations (other than the obligation to pay the Purchase Price) to any Affiliate of the Purchaser so long as the Purchaser remains fully responsible for the performance of the delegated obligation, or (ii) assign its rights and benefits under this Agreement to (A) a lender or lenders for collateral security purposes, (B) in connection with the sale of all or substantially all of the assets of the Business and (C) to an Affiliate that is a direct or [*] = Confidential treatment requested for redacted portion; redacted portion has been filed separately with the Securities and Exchange Commission. indirect subsidiary of [***] or [***] with the prior written consent of the Seller which shall not be unreasonably withheld. 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 or any provision of this Agreement except such rights as may inure to a successor or permitted assignee under this Section 11.5.