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 (a) the Purchaser may not assign any rights under this Agreement, whether by operation of law or otherwise, without the prior written consent of the Sellers, except that the Purchaser may at any time assign its rights under this Agreement to Designated Affiliates, and (b) the Sellers may not assign any rights under this Agreement, whether by operation of law or otherwise, without the prior written consent of the Purchaser. No party may delegate any performance of its obligations under this Agreement, except that the Purchaser may at any time delegate the performance of its obligations (other than the obligation to pay the Purchase Price) to a Designated Affiliate so long as the Purchaser remains fully responsible for the performance of the delegated obligation. 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; provided, however, that after the Closing, (i) the Affiliate Indemnified Parties will be third party beneficiaries of, and entitled to enforce, Section 5.8 (Indemnification), and (ii) the Purchaser Indemnified Parties and the Seller Indemnified Parties will be third party beneficiaries of, and entitled to enforce, Articles 8 and 9.

Assignment, Successors and No Third Party Rights. This Agreement binds and benefits the parties and their respective successors and assigns, except that (a) none of the Purchaser parties may not assign any rights under this AgreementAgreement (including any indemnification rights), whether by operation of law Law or otherwise, without the prior written consent of the Sellers, except other parties; provided that the Purchaser may at assign any time assign of its rights rights, interests or obligations hereunder to (a) any Lender as collateral security for obligations to the Lenders and any refinancings, extensions, refundings or renewals thereof; provided, further, that no assignment to any such Lender (including any agent or other Representative thereof) will in any way affect the obligations or liabilities of the Purchaser under this Agreement to Designated Affiliates, and (b) the Sellers may not assign any rights under this Agreement, whether by operation of law or otherwise, without the prior written consent of the PurchaserSeller; or (b) in whole or part to one or more of its Designated Affiliates; provided, further, that no such assignment shall relieve the Purchaser of any of its obligations hereunder. No party may delegate any performance of its obligations under this Agreement, except that the Purchaser may at any time delegate the performance of its obligations (other than the obligation to pay the Purchase Price) to a Designated Affiliate so long as the Purchaser remains fully responsible for the performance of the delegated obligation. 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; provided, however, that after the Closing, Lenders (iand their 82 respective Affiliates) are express beneficiaries of the Affiliate Indemnified Parties will be third party beneficiaries of, and entitled to enforcelast sentence of Section 5.5(a), Section 5.8 (Indemnification8.5(b), Section 11.10, Section 11.14 and (ii) the Purchaser Indemnified Parties and the Seller Indemnified Parties will be third party beneficiaries of, and entitled to enforce, Articles 8 and 9.Section 11.16. Section 10.13

Assignment, Successors and No Third Party Rights. This Agreement binds and benefits the parties Parties and their respective successors and assigns, except that (a) the Purchaser neither Party may not assign any rights under this Agreement, whether by operation of law Law or otherwise, without the prior written consent of the Sellers, other Party; except that after the Closing either Party may assign such rights to any third party that acquires after the Closing a majority of the outstanding equity interests or all or substantially all of the business assets of such Party; and provided further that the Purchaser may at any time shall be entitled to collaterally assign its rights under this Agreement to Designated Affiliates, and (b) any lender or lenders that provide financing used to fund the Sellers may not assign any rights under this Agreement, whether by operation of law or otherwise, without the prior written consent of the PurchaserPurchase Price. No party Party may delegate any performance of its obligations under this Agreement, except that the Purchaser a Party may at any time delegate the performance of its obligations hereunder (other than the obligation to pay the Purchase PricePrice with respect to the Purchaser) to a Designated Affiliate any of its Affiliates, so long as the Purchaser delegating Party remains fully responsible for the performance of the any delegated obligation. In the event of any assignment of rights or delegation of obligations permitted pursuant to this Section 12.5, the assigning or delegating Party shall promptly notify the other Party in writing of any such assignment or delegation. 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 (a) an Affiliate Indemnified Party may have pursuant to Section 5.14 and (b) may inure to a successor or permitted assignee under this Section 11.5; provided, however, that after the Closing, (i) the Affiliate Indemnified Parties will be third party beneficiaries of, and entitled to enforce, Section 5.8 (Indemnification), and (ii) the Purchaser Indemnified Parties and the Seller Indemnified Parties will be third party beneficiaries of, and entitled to enforce, Articles 8 and 912.5.

Assignment, Successors and No Third Party Rights. This Agreement binds and benefits the parties and their respective successors and assigns, except that (a) none of the Purchaser parties may not assign any rights under this AgreementAgreement (including any indemnification rights), whether by operation of law Law or otherwise, without the prior written consent of the Sellers, except other parties; provided that the Purchaser may at assign any time assign of its rights rights, interests or obligations hereunder to (a) any Lender as collateral security for obligations to the Lenders and any refinancings, extensions, refundings or renewals thereof; provided, further, that no assignment to any such Lender (including any agent or other Representative thereof) will in any way affect the obligations or liabilities of the Purchaser under this Agreement to Designated Affiliates, and (b) the Sellers may not assign any rights under this Agreement, whether by operation of law or otherwise, without the prior written consent of the PurchaserSeller; or (b) in whole or part to one or more of its Designated Affiliates; provided, further, that no such assignment shall relieve the Purchaser of any of its obligations hereunder. No party may delegate any performance of its obligations under this Agreement, except that the Purchaser may at any time delegate the performance of its obligations (other than the obligation to pay the Purchase Price) to a Designated Affiliate so long as the Purchaser remains fully responsible for the performance of the delegated obligation. 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; provided, however, that after the Closing, Lenders (iand their 82 respective Affiliates) are express beneficiaries of the Affiliate Indemnified Parties will be third party beneficiaries of, and entitled to enforcelast sentence of Section 5.5(a), Section 5.8 (Indemnification8.5(b), Section 11.10, Section 11.14 and (ii) the Purchaser Indemnified Parties and the Seller Indemnified Parties will be third party beneficiaries of, and entitled to enforce, Articles 8 and 9Section 11.16.